Step 1.

Preheat oven to 350°F.

Step 2.

Melt remaining butter in large pot over medium heat and then add flour. Cook for 5 minutes whisking constantly.

Step 3.

Add garlic powder, onion powder and chili flakes then slowly whisk in whole milk. Simmer on medium-low heat for 10 minutes or until sauce thickens and raw flour taste is gone.

Step 4.

Season with salt and freshly ground black pepper.

Step 5.

Remove from heat and whisk in shredded sharp cheddar.

Step 6.

Adjust seasoning as needed.

Step 7.

Cook Elbow pasta according to packaging instructions until al dente.

Step. 8

Drain the pasta and immediately add to the cheese sauce and stir to incorporate.