1 (8 oz.) pkg. elbow macaroni
4 tbsp. butter
3/4 c. fresh bread crumbs
1 tbsp. all-purpose flour
1 tsp. salt
1/4 tsp. dry mustard
Dash of pepper
1 1/2 c. milk
2 (4 oz.) pkg. (2 c.) shredded Cheddar cheese

Cook macaroni, drain. Preheat oven to 350 degrees. Grease 2-quart casserole. In small saucepan, melt 2 tablespoons butter; add bread crumbs and toss to coat; set aside.

Meanwhile, in medium saucepan over medium heat, melt remaining 2 tablespoons butter and stir in flour, salt, mustard and pepper until blended. Slowly stir in milk; cook until smooth and slightly thickened, stirring constantly. Remove from heat and stir in cheese until melted.

Place drained macaroni in casserole. Pour cheese mixture over macaroni. Sprinkle reserved crumb mixture over top. Bake 20 minutes or until bubbly and bread crumbs are golden.