MACARONI:

Approx. 1 qt. water
Approx. 1 1/2 - 2 c. macaroni

I do not measure my water and macaroni.

Bring water to boil. Add salt and macaroni; boil until done. Drain, add white sauce, salt and pepper to taste.

WHITE SAUCE:

1 stick butter
4-5 tbsp. flour
Salt & pepper to taste
Approx. 3 c. milk (I do not measure flour & milk)

Melt butter, add flour, salt, pepper and milk. Stir until thick. Will lump if not stirred constantly. Pour sauce over macaroni and mix well. Pour part of mixture in bowl. Add a layer of Velveeta cheese, continue layering. Top with cheese. Bake in oven at 350 degrees until cheese is brown.