Preheat oven to 400 degrees.
Place butter and olive oil in large pot over medium heat. Once melted whisk in flour and stir until smooth and beginning to bubble.
Whisk milk into roux and continue to stir until smooth and thickened, approximately 8 minutes.
Mix in cheese until incorporated and remove from heat. Stir in all remaining ingredients except breadcrumbs until evenly mixed.
Place mixture into a 9”x11” casserole dish. Sprinkle top evenly with breadcrumbs and bake for 25 minutes or until top of mac and cheese is golden brown and bubbly.