There’s something about a warm bowl of creamy macaroni and cheese that feels like a hug in food form. Panera’s version has become a fan favorite for its ultra-creamy texture, velvety cheese sauce, and perfectly tender pasta shells that cradle every bit of cheesy goodness. Today, we’re going to recreate that comforting classic right in your own kitchen, and trust me, you’re going to love this.
Behind the Recipe
This recipe brings me back to cozy afternoons where comfort food was the answer to everything. Panera’s mac and cheese quickly became a staple because it was simple yet indulgent. Recreating it at home captures that same restaurant magic, but with the joy of stirring and tasting right from your own stovetop.
Recipe Origin or Trivia
Mac and cheese has roots that go back centuries, with early variations appearing in Europe. But in the United States, it became a cultural favorite, often associated with soul food and family gatherings. Panera brought its own spin by making the sauce extra creamy with a blend of aged white cheddar and cream. Fun fact: their version is so beloved that they actually sell it by the tub in grocery stores.
Why You’ll Love Panera Mac and Cheese
Every bite of this dish delivers nostalgia, warmth, and flavor. Here’s why it will win you over:
Versatile: Serve it as a main dish, side, or even the base for creative add-ins like veggies.
Budget-Friendly: Simple ingredients that won’t break the bank.
Quick and Easy: Ready in under 30 minutes, making it perfect for weeknights.
Customizable: Adjust the creaminess or cheese blend to suit your taste.
Crowd-Pleasing: A universal favorite, kids and adults both ask for seconds.
Make-Ahead Friendly: Prepare the sauce in advance and reheat when needed.
Great for Leftovers: Reheats beautifully with just a splash of milk to loosen the sauce.

Panera Mac and Cheese
- Prep Time: 10 minutes
- Cook Time: 20 minutes
- Total Time: 30 minutes
- Yield: 6 servings
- Category: Main Dish, Side Dish
- Method: Stovetop
- Cuisine: American
- Diet: Vegetarian
Description
A creamy, velvety homemade version of Panera’s famous mac and cheese, made with tender pasta shells and a rich aged white cheddar sauce.
Ingredients
- Pasta Shells: 1 pound
- Unsalted Butter: 4 tablespoons
- All-Purpose Flour: 1/4 cup
- Whole Milk: 2 cups
- Heavy Cream: 1 cup
- Aged White Cheddar Cheese: 4 cups, freshly shredded
- Yellow Cheddar Cheese: 1 cup, optional
- Salt: 1 teaspoon
- Black Pepper: 1/2 teaspoon
- Mustard Powder: 1/2 teaspoon
Instructions
- Preheat Your Equipment: Bring a large pot of salted water to a boil for the pasta.
- Combine Ingredients: Cook pasta shells until al dente, drain, and set aside.
- Prepare Your Cooking Vessel: In a medium saucepan, melt butter over medium heat, then whisk in flour to create a smooth roux.
- Assemble the Dish: Gradually whisk in warm milk and cream until sauce thickens.
- Cook to Perfection: Stir in shredded cheeses until fully melted and silky smooth. Season with salt, pepper, and mustard powder.
- Finishing Touches: Add the cooked pasta to the cheese sauce, stirring until every shell is coated.
- Serve and Enjoy: Spoon into bowls and savor immediately while warm and creamy.
Notes
- Add a splash of milk when reheating to restore creaminess.
- Shred cheese fresh for the smoothest sauce.
- Do not overcook the pasta since it softens further in the sauce.
Nutrition
- Serving Size: 1 bowl
- Calories: 560
- Sugar: 5g
- Sodium: 580mg
- Fat: 32g
- Saturated Fat: 18g
- Unsaturated Fat: 11g
- Trans Fat: 0g
- Carbohydrates: 45g
- Fiber: 2g
- Protein: 22g
- Cholesterol: 90mg
Chef’s Pro Tips for Perfect Results
The secret to this mac and cheese lies in the small details.
- Use freshly shredded cheese for the smoothest sauce, as pre-shredded cheese often contains starch that affects creaminess.
- Don’t overcook the pasta. Pull it off the heat a minute early since it continues to soften in the sauce.
- Warm the milk before adding it to the roux to prevent clumping and ensure silky texture.
- Stir continuously while making the sauce to avoid any graininess.
Kitchen Tools You’ll Need
To make this dish smooth and stress-free, keep these tools handy:
Large Pot: For boiling pasta to perfect al dente.
Medium Saucepan: Essential for building your cheese sauce.
Whisk: Helps achieve a lump-free sauce.
Wooden Spoon: Perfect for stirring pasta and combining it with sauce.
Measuring Cups and Spoons: Accuracy is key when working with roux and cheese ratios.
Ingredients in Panera Mac and Cheese
The magic of this recipe comes from a harmony of everyday ingredients working together.
- Pasta Shells: 1 pound, small shells hold onto the sauce beautifully.
- Unsalted Butter: 4 tablespoons, forms the base of the roux for creaminess.
- All-Purpose Flour: 1/4 cup, thickens the sauce to just the right consistency.
- Whole Milk: 2 cups, creates a rich and smooth base.
- Heavy Cream: 1 cup, adds luxurious texture to the cheese sauce.
- Aged White Cheddar Cheese: 4 cups, freshly shredded, delivers Panera’s signature sharp yet creamy flavor.
- Yellow Cheddar Cheese: 1 cup, optional for a subtle color boost and added depth.
- Salt: 1 teaspoon, enhances all the flavors.
- Black Pepper: 1/2 teaspoon, adds a gentle kick.
- Mustard Powder: 1/2 teaspoon, brightens the flavor and balances richness.
Ingredient Substitutions
Sometimes, pantry swaps are necessary. Here are simple alternatives:
Pasta Shells: Elbow macaroni or cavatappi.
Whole Milk: 2% milk for a lighter option.
Heavy Cream: Half-and-half for a slightly less rich version.
White Cheddar: Monterey Jack or Gruyere for a milder twist.
Ingredient Spotlight
Aged White Cheddar: The star of the dish, its sharpness balances the richness of the cream for that signature Panera taste.
Mustard Powder: A quiet hero that cuts through the heaviness and elevates the cheese sauce with subtle tang.

Instructions for Making Panera Mac and Cheese
Making this dish is just as enjoyable as eating it. Here’s how we’ll do it step by step:
- Preheat Your Equipment: Bring a large pot of salted water to a boil for the pasta.
- Combine Ingredients: Cook pasta shells until al dente, drain, and set aside.
- Prepare Your Cooking Vessel: In a medium saucepan, melt butter over medium heat, then whisk in flour to create a smooth roux.
- Assemble the Dish: Gradually whisk in warm milk and cream until sauce thickens.
- Cook to Perfection: Stir in shredded cheeses until fully melted and silky smooth. Season with salt, pepper, and mustard powder.
- Finishing Touches: Add the cooked pasta to the cheese sauce, stirring until every shell is coated.
- Serve and Enjoy: Spoon into bowls and savor immediately while warm and creamy.
Texture & Flavor Secrets
The creamy sauce clings to every pasta shell, delivering a luscious, velvety bite. The sharp cheddar provides a tangy contrast to the richness, while the mustard powder subtly lifts the flavor profile. Together, they create that unforgettable Panera taste—smooth, cheesy, and indulgent.
Cooking Tips & Tricks
Keep these quick tips in mind:
- Add a splash of milk when reheating to restore creaminess.
- For extra depth, mix in a small amount of smoked cheddar.
- Keep the sauce warm on low heat to avoid separating.
What to Avoid
A few common pitfalls can affect your dish:
- Overcooking pasta, which results in mushy texture.
- Using cold milk directly in the roux, which can cause lumps.
- Relying on pre-shredded cheese, which prevents the sauce from being silky.
Nutrition Facts
Servings: 6
Calories per serving: 560
Note: These are approximate values.
Preparation Time
Prep Time: 10 minutes
Cook Time: 20 minutes
Total Time: 30 minutes
Make-Ahead and Storage Tips
This mac and cheese is best enjoyed fresh, but you can prepare the sauce a day ahead and refrigerate it. Store leftovers in an airtight container for up to 3 days. To freeze, let the dish cool completely, then portion and freeze for up to 2 months. Reheat gently on the stovetop with a splash of milk or cream.
How to Serve Panera Mac and Cheese
Enjoy it solo in a big, cozy bowl or serve it as a hearty side dish to roasted chicken, grilled vegetables, or even a crisp salad. Pair with crusty bread to scoop up every last drop of that luscious cheese sauce.
Creative Leftover Transformations
Leftovers don’t have to be boring:
- Bake with breadcrumbs on top for a crispy casserole.
- Use as a filling for stuffed peppers.
- Turn into mac and cheese muffins by baking in a muffin tin.
Additional Tips
Sprinkle a little paprika or cayenne for a gentle spice lift. For a creamier finish, fold in a spoonful of cream cheese. And if you want to make it extra indulgent, top with a dusting of Parmesan before serving.
Make It a Showstopper
Presentation matters. Serve in white bowls to highlight the golden sauce, garnish with a sprinkle of fresh parsley for color, and let that creamy shine take center stage. A drizzle of extra melted cheese can make it look restaurant-worthy.
Variations to Try
- Truffle Mac and Cheese: Add a drizzle of truffle oil for a gourmet twist.
- Broccoli Mac and Cheese: Stir in steamed broccoli florets for a wholesome touch.
- Buffalo Mac and Cheese: Mix in a dash of hot sauce and top with blue cheese crumbles.
- Three-Cheese Blend: Use a mix of white cheddar, Gruyere, and mozzarella for extra depth.
- Cauliflower Mac and Cheese: Replace half the pasta with roasted cauliflower for a lighter option.
FAQ’s
Q1: Can I make this gluten-free?
Yes, simply use gluten-free pasta and a gluten-free flour blend for the roux.
Q2: What cheese blend works best besides cheddar?
Gruyere, Monterey Jack, or even fontina create delicious variations.
Q3: How do I keep the sauce creamy when reheating?
Add a splash of milk or cream and heat gently over low heat.
Q4: Can I double the recipe?
Absolutely, just be sure to use a large enough pot and pan for the sauce.
Q5: What’s the best pasta shape if I can’t find shells?
Elbow macaroni or cavatappi work beautifully.
Q6: Can I use pre-shredded cheese?
It’s best to shred your own for creaminess, but pre-shredded can work in a pinch.
Q7: How do I avoid clumpy sauce?
Warm the milk first and whisk continuously while making the roux.
Q8: Is this freezer-friendly?
Yes, portion it out, freeze, and reheat with extra milk or cream.
Q9: Can I lighten this dish?
Use 2% milk and half-and-half instead of whole milk and heavy cream.
Q10: What sides pair well with it?
A crisp green salad, roasted vegetables, or garlic bread make perfect partners.
Conclusion
Panera Mac and Cheese is the ultimate comfort food you can now bring to your own table. With its creamy, dreamy sauce and tender pasta shells, it’s a dish that never fails to satisfy. Give it a try, and let me tell you, it’s worth every bite.