2 cups (8 oz) elbow macaroni, uncooked
1/4 cup butter or margarine
1/4 cup all-purpose flour
salt and pepper to taste
2-1/2 cups milk
2 cups (8 oz) shredded cheddar cheese [white Vermont cheddar or sharp NY cheddar works best; dry cheddars tend to create a grainy sauce, but the casserole still tastes good]

Heat oven to 350 F.

Cook pasta according to package directions, drain.

In large saucepan over medium heat, melt butter, blend in flour and salt and pepper; gradually stir in milk. Cook stirring constantly until sauce thickens and mixture begins to boil.

Reduce heat and add cheese. Stir until cheese is melted.

In 1-1/2 or 2 quart casserole dish, stir together pasta and cheese sauce. Bake 30 minutes or until bubbly. Makes 4 to 5 servings.

You can double this recipe to make 8 to 10 servings. Use a 3 quart casserole dish.

This is good plain as a main dish with a salad. It is also a good side dish for meatless meals. It's not a diet dish, and if you try to turn it into one, it will taste awful. Just eat a smaller serving.

This was my mother's recipe (and possibly her mother's recipe) and is at least from the 30's if not earlier. Almost an antique.