8 oz. pkg. elbow noodles
6 tbsp. butter
3/4 c. soft bread crumbs
1/4 c. flour
1/2 tsp. dry mustard
1 tsp. salt
1/4 tsp. pepper
3/4 tsp. Worcestershire sauce
2 1/2 c. milk
1 tsp. minced onion
3/4 lb. sharp cheddar cheese, shredded

Cook and drain noodles. In large sauce pan, melt butter. Remove 2 tablespoons and mix with bread crumbs; set mixture aside. Blend flour, seasonings into remaining butter. Slowly add milk. Add onion and cook until thickened. Stir often! Remove from heat. Add cheese. Stir until melted. Add noodles and mix well. Pour into buttered 2 quart baking dish and sprinkle bread crumb mixture on top. Bake at 375 degrees for about 40 minutes or until bread crumbs brown.