Boil macaroni according to package in salted water. Save reserved pasta water.
Grate your own cheese; do not use shredded cheese. I used a mix of of sharp cheddar and monterey jack cheeses.
Warm up whole milk.
In a saucepan, melt butter and add in all purpose flour on medium heat. Give it a whisk. When ready it should be light pink in color.
Then add in warm milk and give it a whisk.
Slowly add in grated cheese and keep whisking.
Lower heat and let cheese melt completely.
Optionally, you can add in dijon mustard; it pairs well with cheddar cheese.
Add in fresh basil, seasonings and spices. Give it a whisk.
Add in cooked macaroni. Give it a stir.
Turn off heat. Serve immediately.
If you do reheat, you can add in a tablespoon of reserved pasta water. Serve warm.