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boil water and cook macaroni according to directions on box. drain.
meanwhile, in a saucepan melt butter on low heat, when fully melted, add flour and mix until it makes a rue. may need to add a little bit of milk to get all of the flour mixed in.
add remainder of milk. turn up heat slightly. wait until begins to boil.
while you wait for your milk to boil, slice cheeses. when milk boils, add cheese. stir often until fully melted.
combine cooked macaroni to cheese.
pour into 9x13 pan, bake for 20 minutes at 350 degrees.
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