Preheat the oven to 325 degrees and lightly grease a square baking dish.
Cook the macaroni to al dente, according to package instructions. Drain and set aside.
Melt the butter in a medium saucepan over medium heat. Blend in the flour, salt, and pepper. Cook for 2 minutes.
Slowly
add the milk and half and half, stirring constantly, and cook over
medium-low heat for a few minutes until the mixture is just barely
thickened. Remove from heat and stir in 1 cup shredded cheese, stirring
just until melted.
Add
the cooked macaroni noodles and toss to coat. Pour half or the pasta
mixture into the prepared baking dish. Sprinkle ½ cup cheese over the
top. Add remaining pasta and sprinkle with remaining cheese.
Bake for 15-20 minutes or until cheese is melted on top.