1 (8 oz.) pkg. elbow macaroni
1/4 c. butter
1/4 c. flour
1 tsp. salt
1/8 tsp. pepper
2 c. milk
1 1/2 c. Cheddar cheese, grated
1 1/2 c. Monterey Jack cheese, grated

Preheat oven to 375 degrees. Cook macaroni according to package directions; drain. Melt butter in medium saucepan. Remove from heat. Stir in flour, salt, and pepper until smooth. Gradually stir in milk. Bring to boiling, stirring. Reduce heat and simmer 1 minute. Remove from heat. Stir in cheese and macaroni (can sprinkle bread crumbs over top). Bake 15 minutes or until golden brown.