2 c. uncooked macaroni
1 stick butter
1 1/2 lb. Velveeta cheese, cubed
1 can Milnot or evaporated milk
milk (enough to cover macaroni)
salt and pepper

Put all ingredients in a prepared 9 x 13 pan and stir. Place in oven at 350°F.

Bake 1 hour. Every 15 minutes, pull out of oven and stir. Place back in oven; repeat process for that hour.