1 (7 oz.) elbow macaroni (about 2 c. uncooked)
3 tbsp. butter
2 tbsp. finely chopped onion
2 tbsp. all-purpose flour
1 tsp. salt
1/4 tsp. pepper
2 c. milk
3 c. shredded American cheese
1 tbsp. buttered breadcrumbs

Prepare elbow 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. Top with breadcrumbs.

Bake in a 350°F oven until hot and bubbly, about 30 minutes. Garnish as desired. Refrigerate leftovers.

Makes 4 to 6 servings.