Preheat oven to 350F. Butter 1-quart baking dish. Cook macaroni according to package directions; drain.
Melt 2 tablespoons butter in heavy saucepan; blend in flour. Cook for 1 minute, stirring constantly. Pour in milk gradually and cook, stirring constantly until mixture thickens. Add seasonings and cheese, stirring until cheese is melted. Add macaroni and transfer to prepared baking dish. Combine bread crumbs and melted butter; sprinkle over macaroni. Bake for 30 minutes. Makes 6 servings