Boil pasta according to package in salted water.

For firmer pasta reduce boiling time by a few minutes.

Drain.

Butter a deep casserole dish (I use a spray to save on calories).

Place a layer of macaroni (about 1/3),

enough to cover the bottom, in the casserole dish. Dot with butter

Add a layer of cheese covering the macaroni.

Repeat these layers until you are out of pasta – top layer is cheese.

Don't push down on the macaroni or it will make it too dense.

Pour milk over the casserole until the milk almost reaches the top of the casserole dish

Dot top layer of cheese with butter and pepper

Bake covered for about 45 minutes to an hour in a 350 degree oven

depending on how crisp you like the top.

You'll know it is finished cooking when the milk is no longer liquid and is custard like.

Serves 6 - 8

Cook time and servings are approximate!