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Cook macaroni until tender, drain and rinse.
Melt butter in a large saucepan or Dutch oven. Add chopped onions and bell pepper and sauté over low heat for about 3 minutes. Add flour, salt and pepper. Stir until smooth and bubbly. Add milk and mushroom soup. Stir over low heat until smooth and thickened.
Add cooked macaroni, flaked tuna, peas and half of the cheese to sauce mixture, stirring constantly.
Pour mixture into 2 quart buttered casserole and top with remaining cheese then bread crumbs.
Bake at 350° F. for 30 to 40 minutes, or until nicely browned.