In a medium saucepan, heat butter until melted. Add flour and stir until smooth. Over medium heat, cook until light golden brown, about 6 to 7 minutes.

Meanwhile, heat milk in separate pan until just about to boil. Add milk to butter mixture 1 cup at a time, whisking continuously until very smooth and bring to a boil. Cook 30 seconds and remove from heat. Season with salt and nutmeg and set aside.