8oz elbow macaroni, cooked and drained

1 cup grated sharp cheddar cheese

3 Tablespoons butter, chopped

1 teaspoon salt

1/8 teaspoon cayenne pepper

1 large egg

1/2 cup 2% milk

1/2 cup bread crumbs

additional 3 Tablespoons butter

Layer macaroni, cheese, chopped butter, salt and pepper in a baking dish. Reserve some of the cheese for the top of the macaroni and cheese.

Mix milk and egg together. Pour over the macaroni layers.

Melt the additional 3 tablespoons of butter and combine with the bread crumbs. Spread the buttered bread crumbs over the top of the macaroni and cheese.

Bake at 350 degrees for approximately 30 minutes, or until the egg and milk are thoroughly cooked and the top is brown.

variations may include cooked shrimp, crab meat,tuna,ground meat or cubed ham