Layer first 4 ingredients in large casserole. In saucepan, melt butter over low heat; add flour & milk, stirring constantly. As sauce begins to thicken, add cheese and seasonings, continue to stir constantly until sauce is smooth and thickened. Pour sauce over ingredients in casserole; sprinkle breadcrumbs on top, dot with butter or margarine.
Bake at 375�F for 45 minutes.