1 lb. elbow macaroni
3 Tb. unsalted butter
3 Tb. all-purpose flour
5 cups shredded sharp cheddar cheese
3 cups milk
sea salt and freshly ground black pepper
Cook the macaroni in lightly salted boiling water for about 20 minutes, until tender but still firm. Drain well and set aside. Preheat over to 400 degrees. In a deep skillet (I use a cast iron skillet), melt the butter over medium heat. Add the flour to make a roux and cook, stirring constantly, to remove any lumps. Pour in the milk and cook until the mixture is thick and smooth, still stirring all the while.
Stir in 4 cups of the cheddar cheese and continue to cook and stir until the cheese melts. Season with salt and pepper. Add the cooked macaroni and fold to mix well. Transfer the macaroni mixture to a 3 quart baking dish. Sprinkle the top with the remaining cup of shredded cheese. Bake for 30 minutes, until bubbly and hot.