Cook 2 cups of elbow macaroni, drain and put it in a buttered casserole.
Melt 4 T. butter and whisk in:
1/4 cup flour
1 tsp. salt
1/2 tsp. pepper
dry mustard and nutmeg as desired
Gradually add 3 cups milk
Add 1/2-1 lb. grated cheddar cheese (a mix of orange and white is nice, or use some gruyere if you like a swiss flavor)
Top with buttered crumbs.
Variations: Add drained cooked broccoli or cauliflower and or ham as desired.
Bake at 350 for 30 min.