2 c. elbow macaroni, uncooked
3 tbsp. butter
2 tbsp. finely chopped onion
2 tbsp. all purpose flour
1 tsp. pepper
2 c. milk
3 c. shredded American cheese
1 tbsp. buttered bread crumbs

Prepare macaroni according to package directions; drain. In large saucepan, melt butter. Add onion cook until tender. Stir in flour, salt and pepper. Blend in milk. Cook, stirring constantly until thickened and bubbly. Add cheese; stir until melted. Combine macaroni and cheese mixture. Mix well. Pour into buttered 2 quart casserole dish. Top with bread crumbs. Bake in a 350 degree oven until hot and bubbly about 30 minutes.