3 tbsp. melted butter
3 tbsp. flour
2 1/2 c. milk
1 tbsp. Worcestershire sauce
Sprinkle to taste, garlic powder
1 pkg. Kraft Cracker Barrel Cheese New York aged
Garlic salt and pepper to desired taste

To make cream: Add flour to melted butter (like a paste). Over low heat, gradually add milk, medium heat. Stir until mixture thickens. Add cheese (only 3/4 of cheese at this time), sliced any way, until melted and thick. Add Worcestershire sauce. Stir and add good sprinkle of garlic powder. Also garlic salt and pepper to desired taste. Cook until thickens.

Fix macaroni according to box directions, drain. Mix in large baking dish with sauce. Bake 45 minutes at 375, until nice and brown. Remove from oven and add rest of cheese (slice it). Put under broiler until cheese is melted and very dark brown.