Melt 2 tablespoons butter in a large saucepan over medium heat, and whisk in all-purpose flour; cook, whisking constantly until butter/flour mixture is a light golden brown; 2 minutes.
Whisk in heavy cream slowly; cook, whisking constantly, 5 minutes or until mixture thickens. Remove from heat. Add shredded Cheddar cheese, salt, red pepper and black pepper, stirring until cheese melts. Stir in broccoli and pasta. Pour into a lightly greased 11 x 7 inch baking dish.
Combine Parmesan cheese and breadcrumbs and sprinkle over the top. Bake at 350° for 25 to 30 minutes.
TIP: To lighten: Substitute equal portions reduced-calorie margarine, 2% reduced-fat milk, and 2% reduced-fat shredded sharp Cheddar cheese. Cook as directed. For added protein, add chopped chicken to the dish.