Bring a large saucepan of salted water to a rolling boil. Cook the macaroni until al dente. Drain through a colander, then rinse to keep the pasta from sticking.

Rinse and dry the saucepan, then place back on the stovetop over low heat and add the butter.

Once the butter has melted, add the flour and begin whisking to form a paste. Continue whisking constantly over low heat until the paste turns slightly yellow and smells fragrant, 1-2 minutes. Slowly whisk in the milk, then turn the heat up to high. Whisk in the garlic powder, salt and pepper.

Cook, whisking constantly, until the sauce bubbles and thickens, 7-10 minutes. You’re looking for the consistency of cream soup.

Once thick, remove the pan from the heat and slowly whisk in the cheeses, one handful at a time. Once the sauce is smooth, stir in the macaroni.

Divide into individual portions and serve. Leftovers can be kept in an airtight container in the refrigerator for up to 5 days.