Preheat the oven to 350. Spray an 8x8 baking dish with cooking spray and set to the side.

Bring a pot of water to a boil and add the pasta. I always salt the water slightly and add a splash of oil to prevent the water from boiling over.

Cook the pasta until it is done, but still firm, then drain.

While the pasta is cooking, in another pot large enough to fit the cooked pasta, melt the butter.

When butter is melted, add the flour and stir until the mixture is lightly browned (about 1 to 2 minutes).

Add the milk, salt and pepper to the flour mixture and whisk together to remove any lumps.

Stir in the shredded cheese and whisk until all of the cheese is smooth and melted.

Add the drained pasta to the sauce and stir until well combined.

Pour macaroni and cheese into the baking dish and bake until brown and bubbly (40 to 45 minutes).