Preheat oven to 350

Melt butter in saucepan over medium heat and whisk in the flour. Continue whisking and cook for 2 minutes.

Slowly add milk, whisking constantly. Cook until sauce thickens, about 10 minutes stirring frequently.

Remove from heat

Add cheeses, salt, chili powder and garlic powder. Stir until all cheese is melted and all ingredients are incorporated, about 3 minutes. Set aside.

Butter or oil an 8 inch baking dish.

Cook penne for 2 minutes less than normal cooking time. Rinse pasta in cold water and drain.

Combine pasta and sauce in large bowl; mix carefully but thoroughly. Scrape pasta into baking dish and sprinkle with cheeses and garlic and chili powders.

Bake, uncovered, for 20 minutes. Let stand 5 minutes and serve.