4 tbsp. butter, melted
2 1/2 c. macaroni (uncooked)
16 oz. shredded cheese (sharp Cheddar or whatever you prefer)
7 c. milk
salt and pepper to taste

Mix all ingredients in baking dish, 9 x 13 pan.

Bake at 350°F for 1 to 1 1/2 hours. Cook, uncovered; if gets too brown, cover.