Step 1

Heat oven to 350°F. Cook macaroni according to package directions; drain.

Step 2

Melt butter in 3-quart saucepan until sizzling; stir in flour, salt and pepper. Add half & half; cook over medium heat, stirring constantly, 5-7 minutes or until mixture boils and thickens.

Step 3

Reduce heat to low; stir in cheese. Cook 3-5 minutes or until cheese is melted. Add cooked macaroni; mix well.

Step 4

Spoon into ungreased 2-quart casserole. Bake 25-30 minutes or until heated through.