Butter a 13 x 9-inch glass baking dish and set aside.
Cook the noodles according to the package directions. Add salt to water for boiling. Do not rinse noodles.
In a large bowl, whisk the cream, milk, flour, ½ teaspoon salt, and pepper.
Stir in 2 cups of shredded cheese. Add the noodles and toss to coat. Add any more salt and pepper, if needed.
Transfer to your prepared baking dish. Sprinkle the remaining 1½ cups of shredded cheese over the noodle mixture.
Bake at 350°F for approximately 30-35 minutes, or until the sauce is bubbly, the cheese melts, and it's slightly browning on top. Let sit for about 10 minutes before serving. ENJOY