1 box macaroni
1 pkg. cream cheese (Velveeta)
2 c. tomato juice

Cook macaroni in boiling water 7-10 minutes; drain. Cut cheese in small pieces. In an oven prof dish melt butter; add alternately a layer of macaroni, tomato juice, and cheese. Sprinkle salt and pepper to taste between each layer. Top with melted butter and cook at 350 degrees for 35 minutes.