Bow tie noodles. Then a white sauce base. Tossed in 1/8 chunk of whole milk motzarella, 3 slices havarti from the deli, 1/4 lb medium cheddar, 1/4 lb sharp cheddar and a little cube of pepper jack that needed to be eaten up. But I forgot to pick up jalapeņos. Yum though. Still fantastic.