3 tbsp. butter
3 tbsp. flour
1 tbsp. salt
1/8 tsp. pepper
3 c. milk
1 3/4 to 2 1/2 c. grated sharp cheese
1/2 tsp. Worcestershire sauce
1/2 tsp. prepared mustard
1/2 (8 oz.) pkg. macaroni
1/3 c. buttered bread crumbs or crushed crackers

Melt butter, blend in flour and seasoning. Add milk, cook stirring constantly until thickened. Remove from heat. Reserve 1/4 cup cheese for top. Add remaining cheese, Worcestershire sauce and mustard.

Stir until cheese melts. Cook macaroni according to directions; drain. Combine with sauce in 2 quart casserole. Sprinkle top with bread crumbs and grated cheese. Bake to 400 degrees 18 to 20 minutes. 6 servings.