Cook macaroni according to package directions.
Meanwhile, preheat oven to 350 degrees. In a small saucepan, melt butter. Stir in flour, Italian seasoning, salt and pepper until smooth; gradually add milk. Bring to a boil; cook and stir for 2 minutes or until thickened. Remove from the heat; stir in the cheddar and Parmesan cheeses until melted. Drain the macaroni.
Spread 1 cup cheese sauce in a greased 13-by-9-inch baking pan. Layer with half of macaroni, tomatoes and cheese sauce. Repeat layers. Sprinkle with mozzarella cheese. Combine bread crumbs and butter; sprinkle over top.
Cover and bake for 40 minutes. Uncover and bake for 10–15 minutes longer or until golden brown and bubbly. Let stand 5 minutes before serving.