In a large crock pot, add chicken breasts, carrots, onion, fennel, celery, garlic, olive oil, thyme and a bay leaf.
Pour chicken broth and water over the chicken mixture and season heavily with salt and pepper to taste.
Cover and cook on low heat 3-4 hours.
Remove cooked chicken breasts with a slotted spoon and set aside; shred with a fork.
In the hot broth, add the elbow macaroni pasta and basil. Cooke until the noodles are tender, about 8-10 minutes (on low heat).
Add the chicken back in; gently mix together. Serve with fresh Parmesan cheese!