Make cheese sauce first

melt butter in saucepan on medium heat, whisk in flour and cook for 2 minutes.

slowly add milk, whisking constantly.

cook for 10 minutes or until sauce has thickened, whisking constantly.

remove from heat.

add cheeses, salt, chile powder, and garlic powder.

stir until cheese has melted, about 3 minutes. -use within 3 days.

preheat oven to 350. butter an 8 inch baking dish and set aside.

cook penne according to directions, but for 2 minutes less than recommended on the package. rinse in cold water and set aside.

in a medium bowl, mix pasta and 2 cups sauce gently but thoroughly. pour into baking dish.

sprinkle with cheese and chile powder.

bake uncovered for 20 minutes.