1 (8 oz.) pkg. elbow macaroni
1/4 c. butter
1/4 c. all purpose flour
1 tsp. salt
1/8 tsp. pepper
2 c. milk
2 c. cheddar cheese, grated (8 oz.)

Preheat oven to 375 degrees. Cook macaroni as package label directs; drain. Meanwhile, melt butter in medium saucepan. Remove from heat. Stir in flour, salt, and pepper until smooth. Gradually stir into milk. Bring to a boil while stirring. Reduce heat and simmer mixture 1 minutes. Remove from heat.

Stir in 1 1/2 cups cheese and the macaroni. Pour into a 1 1/2 quart, shallow casserole. Sprinkle remaining cheese over top. Bake 15 minutes until golden brown.