Step 1

Bring a large pot of salted water to a boil. Cook the pasta to al dente, drain.

Step 2

In a large saucepan, melt the butter over medium heat. Sprinkle the flour over and whisk in. Cook the roux for 1-2 minutes to cook off the raw flour taste.

Step 3

Slowly whisk in the milk until smooth. Simmer until slightly thickened, whisking occasionally so the bottom doesn't burn.

Step 4

Add the cheese, one handful at a time, whisking well after each one and not adding any more cheese until the previous handful is fully melted and incorporated. Season to taste with salt and pepper.

Step 5

Add the drained pasta to the cheese sauce and stir to combine.

Step 6

Pour into a 9 x 13 dish. If desired, bake at 375 for 15-20 minutes.