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Preheat oven to 350°F. Cook macaroni in large saucepan as directed on package for al dente pasta. Rinse under cold water; drain well.
Melt butter in same saucepan on medium heat. Sprinkle with flour and seasonings. Cook and stir 1 minute or until well blended. Gradually stir in milk until smooth. Stirring constantly, cook 3 minutes or until sauce starts to thicken. Stir in cheese until melted and smooth. Remove from heat. Add macaroni and ham; toss gently to coat. Pour into greased 2-quart baking dish. Sprinkle bread crumbs evenly over top.
Bake 30 to 35 minutes or until bubbly and golden brown on top. Let stand 5 minutes before serving.