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Cook macaroni according to package directions, then drain.
Make a roux by melting butter in a saucepan, adding flour, salt and pepper, and stirring until thick.
Add milk and cook over medium heat, stirring constantly, until mixture boils and thickens, or about 5 to 7 minutes.
Reduce to low heat and stir in Cooper® cheese until melted.
Add cooked macaroni to cheese sauce and stir well.
Pour mac and cheese into a 3-quart casserole dish and top with breadcrumbs or crushed crackers.
Bake at 350°F for 25 to 30 minutes until browned and bubbly.
Serve and enjoy!