2 c. uncooked elbow macaroni
1 (#2) can cream style corn
1/2 lb. American cheese grated (Velveeta in cubes)
1 sm. green pepper (cut fine)
1 sm. or lg. can mushrooms and juice
1/2 tsp. salt
1/4 lb. butter, melted
1/2 c. bread crumbs

Cook macaroni until tender. Rinse in hot water. Mix 2 tablespoons of melted butter with bread crumbs.

Combine remaining ingredients except bread crumbs and place in well buttered 2 quart casserole. Sprinkle top with crumbs. Bake at 350 degrees, 50 minutes.