Melt butter in pan, stir in flour, salt and cook 1 minute. Gradually add milk. Stir until thickens and bubbles, 1 minute. Beat eggs in small bowl, pour half the white sauce into eggs, beating until mixed well.

Pour out bowl into rest of sauce in pan. Cook 1 minute. Remove from heat. Stir in cheese and cooked macaroni. Butter 9 inch pie plate well. Sprinkle bottom and sides with bread crumbs.

Spoon 2/3 of macaroni mixture into pie plate. Spread into even layer to line bottom and side of plate to the rim. Spoon meat mixture into center, cover with remaining macaroni mixture. Sprinkle top with bread crumbs. Bake at 375 degrees for 30 minutes until lightly browned on top, let stand 15 minutes and serve.