Place 1/2 a cup of butter or margarine in a large microwave safe bowl and microwave on high about 1 minute.

Stir in flour, salt and pepper. Mix well.

Place milk in a 2 cup glass measuring glass and micro on high for 2 minutes.

Gradually stir into flour mixture. Blend until smooth. Slowly stir in 3/4 or so of the cheese leaving extra for the top to be covered.

Cover bowl with plastic wrap and micro on high for 2 minutes.

Add macaroni and toss thoroughly. Transfer to 2 quart glass or ceramic casserole dish.

Top with remaining cheese. Make sure the top is covered.

Bake at 350 F° for 25 minutes.

Broil on high for 2-5 minutes, to melt the cheese. Just watch carefully until it is crispy but not burnt.