1 1/2 c. elbow macaroni
3 tbsp. butter
2 tbsp. flour
2 c. milk
8 ounces sharp cheddar cheese, grated or cubed
salt and pepper

Cook macaroni in boiling salted water until almost tender, 9-10 minutes then drain.

In a saucepan melt the butter then blend in the flour cook for a minute or two to get rid of the raw flour taste. Wisk in 2 c. milk, cook until thick and bubbly. Add the cheddar cheese and stir until melted.

Mix the cheese sauce with the marcaroni, Turn into a 1 1/2 quart casserole, Spinkle with bread crumbs and bake at 350 degrees for 35-40 minutes or until bubbly and golden.

May add 1/4 c.finely chopped onions to the cheese mix then add to macaroni and proceed. May also top with sliced tomatoes sprinkled with salt.

Serves 6.