2 1/2 c. macaroni (dry measure)
2 tbsp. butter
American cheese
2 c. hot milk
2 tbsp. butter (until melted)
salt and pepper

Cook macaroni by package directions. Drain and toss with 2 tablespoons butter. Put half of macaroni in sprayed 9 x 13 baking dish. Cover with slices of American cheese. Top evenly with remaining macaroni, then another layer of cheese slices. Stir together milk and 2 tablespoons butter until melted. Salt and pepper to taste. Pour over macaroni and cheese.

Bake 15 minutes at 350°F, then cover loosely with foil to prevent a hard crust on top.

Bake about 20 to 25 minutes more until liquid is no longer "runny" in bottom.