1. Prepare macaroni as directed.

2. In saucepan, melt butter. Remove from heat, and blend in flour, salt, and mustard.

3. Add milk gradually. Heat, stirring constantly (this is important ~- take it from someone who has occasionally gotten lazy about it), till sauce thickens (it will suddenly appear thicker) and is smooth.

4. Add 2 C cheese. Heat till melted, stirring occasionally.

5. Drain macaroni, place in large casserole dish (3 quart).

6. Add sauce to casserole dish, stir.

7. Add 1/2 C cheese and 1/4 C bread crumbs. Stir.

8. Sprinkle 1/2 C cheese on top, then 1/4 C bread crumbs.

9. Sprinkle paprika over top.

10. Bake 20-25 minutes in preheated 375 degree oven.

This can be frozen! If so, add 5 minutes to cooking time, or thaw first. This recipe has evolved over the years and in this version hass received many raves (she humbly said) I think it's the bread crumbs.

[Ck] at 18:25 Est

Reformatted for Mm by Mmconv and Rosanne Troxel (Dtroxel/GEnie; TJFM10 °C/Prodigy)