Ingredients

• Kosher salt
• 1 pound spaghetti
• 4 tablespoons unsalted butter (1/2 stick)
• 1/3 cup all-purpose flour
• 3 cups milk
• 1/4 cup cream cheese
• 1 teaspoon Worcestershire sauce
• 1 pinch ground nutmeg
• Freshly ground black pepper
• 2 cups grated Monterey Jack (about 7 ounces)
• 1 (16-ounce) box frozen broccoli, or 1 pound fresh broccoli, lightly cooked
• 1 (10-ounce) bag frozen peas
• 8 ounces pepperoni, diced

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Instructions

1. Preheat the broiler.
2. Bring a large pot of cold water to a boil over high heat and salt it generously. Add the spaghetti and boil, stirring occasionally, until al dente. Drain.
3. Meanwhile, melt the butter in a large Dutch oven or deep stove-top casserole dish over medium heat. Scatter the flour over the butter and mix with a wooden spoon into a paste. Continue stirring in a figure "8", making sure to get into the corners of the pan, until the paste puffs slightly and lightens in color, about 1 minute. Off the heat gradually whisk the milk into the paste. Return to medium-high heat and whisk until thickened, then simmer, stirring occasionally until the sauce has the consistency of heavy cream, about 8 to 10 minutes. Whisk in the cream cheese, Worcestershire sauce, and nutmeg. Season with salt, pepper.
4. Reduce heat to low and whisk 1 cup Monterey Jack. Stir in the broccoli, peas, pepperoni and spaghetti, and heat until warmed through.
5. Top casserole with the remaining 1 cup cheese; transfer to the broiler, and cook casserole until brown and bubbly. Cool slightly and serve.