Easy, Homemade Panera Mac and Cheese (Copycat Recipe)

This is, hands down, the best homemade Panera Mac and Cheese recipe you will ever try. I remember the first time I really appreciated the magic of Panera’s mac and cheese. My nephews were having a full-blown meltdown in the middle of a shopping trip. You know the kind, where you’re just praying for a quiet corner and something, anything, to make them happy. We ducked into a Panera, and I ordered their famous mac and cheese on a whim. The sudden silence that fell over our table was heavenly. They were so content, spooning up that creamy, cheesy goodness. I snuck a bite and my goodness, I understood. It was pure comfort in a bowl.

Naturally, my first thought was that I had to make this at home.

My first few attempts were good, but they were missing a little something. They tasted like the original, but I wanted a version that felt like it came from my kitchen, with my own little touch of love.

After some tinkering, I found the secret. A little bit of smoked Gouda cheese stirred in with the classic white cheddar. That subtle smokiness just elevates the whole dish from a simple copycat to something truly special. It adds a depth of flavor that will have everyone asking for your secret.

Why This Panera Mac and Cheese Recipe Works

Panera’s mac and cheese has become a modern classic for a reason. It’s not the baked, casserole-style mac and cheese many of us grew up with. Instead, it’s a stovetop version that focuses on an incredibly smooth and creamy cheese sauce, which clings perfectly to every single shell noodle. The original recipe uses a blend of ingredients, with Vermont white cheddar being the star, giving it that signature tangy but mild flavor that appeals to kids and adults alike.

Its popularity comes from that perfect texture and comforting, straightforward taste. There are no breadcrumbs, no fancy additions, just pure, unadulterated cheesy pasta. It’s the kind of food that feels like a warm hug, which is why so many people crave it.

This recipe works because it honors the spirit of the original while making it even better. We build the sauce on a classic béchamel foundation, which is the key to that velvety smooth texture. Using a combination of milk and heavy cream ensures it’s rich but not overly heavy. The real magic, though, is in the cheese blend. We use a high quality sharp white cheddar for that authentic Panera tang, but the addition of smoked Gouda is what makes this recipe a true standout. It provides a savory, smoky undertone that adds a layer of complexity you just can’t get from a single cheese. It tastes familiar, yet somehow more delicious and gourmet, all while being incredibly easy to whip up in your own kitchen.

Ingredients for Panera Mac and Cheese

The beauty of this recipe lies in its simplicity and the quality of its ingredients. There’s nowhere for a bad ingredient to hide, so using good quality cheese and dairy makes all the difference in the world. This is what you’ll need to create that signature creamy sauce and comforting flavor.

And the secret ingredient that truly makes this recipe sing? Smoked Gouda cheese. Don’t skip it. The smoky, nutty flavor is the twist that takes this from a good copycat to a spectacular dish that will have everyone begging for the recipe. I recommend buying it in a block and shredding it yourself for the best melting results.

• Medium Shell Pasta: 1 (16 ounce) box. The shells are perfect for cupping that delicious cheese sauce.
• Unsalted Butter: 1/4 cup. This forms the base of our roux.
• All-Purpose Flour: 1/4 cup. This thickens our sauce.
• Whole Milk: 2 1/2 cups. Please use whole milk. The fat content is crucial for a rich, creamy sauce.
• Heavy Cream: 1 cup. For that extra luxurious, silky texture.
• Sharp White Cheddar Cheese: 8 ounces, freshly shredded from a block. Pre-shredded cheeses have anti-caking agents that can make your sauce grainy.
• Smoked Gouda Cheese: 4 ounces, freshly shredded from a block. This is our flavor powerhouse.
• Dry Mustard Powder: 1 teaspoon. It enhances the cheese flavor without making it taste like mustard.
• Salt: 1/2 teaspoon, or to taste.
• White Pepper: 1/4 teaspoon. White pepper provides a gentle heat without the black flecks of regular pepper.
• Hot Sauce: A few dashes, optional. A little bit of vinegar-based hot sauce cuts through the richness and brightens the flavors without adding noticeable heat.

Step-by-Step Instructions For Making Panera Mac and Cheese

Making this creamy Panera Mac and Cheese at home is easier than you think. The most important part is to have all your ingredients prepped and ready to go, especially the shredded cheese, before you start the sauce. The sauce comes together quickly, and you don’t want to be scrambling.

Pay close attention to the technique for making the sauce. The key to a perfectly smooth, non-grainy result is managing your heat. A good heavy-bottomed saucepan will be your best friend here, as it distributes heat evenly and helps prevent the bottom from scorching.

1. Cook the Pasta: Bring a large pot of generously salted water to a rolling boil. Add the medium shells and cook according to the package directions until they are just al dente. You want them to still have a slight bite. Drain the pasta well and set it aside. Do not rinse it.
2. Start the Roux: While the pasta is cooking, melt the butter in a large saucepan or Dutch oven over medium heat. Once the butter is fully melted and bubbling, whisk in the flour. Cook, whisking constantly, for about two minutes. You want to cook out the raw flour taste, but do not let it brown. It should look like a thick, pale paste.
3. Build the Béchamel Sauce: Slowly, and I mean slowly, pour in the whole milk while whisking constantly. Adding the milk gradually is the secret to a lump-free sauce. Once all the milk is incorporated, pour in the heavy cream and continue to whisk.
4. Thicken the Sauce: Continue cooking the sauce over medium heat, stirring frequently, until it has thickened enough to coat the back of a spoon. This should take about 5 to 8 minutes. Don’t let it come to a full boil.
5. Add the Cheeses and Seasonings: This is the most important step! Remove the saucepan from the heat. Add the shredded white cheddar and smoked Gouda to the hot sauce in handfuls, stirring until each addition is completely melted and smooth before adding the next. Stir in the dry mustard powder, salt, white pepper, and a few dashes of hot sauce if you’re using it.
6. Combine and Serve: Add the cooked and drained pasta shells to the cheese sauce. Stir gently until all the pasta is evenly coated in that glorious, creamy sauce. Serve immediately while it’s hot and gooey.

How To Serve Panera Mac and Cheese

One of the best things about this Panera Mac and Cheese recipe is how wonderfully versatile it is. You can serve it straight from the pot for a quick and comforting weeknight dinner, or you can dress it up a little for company. It truly shines either way.

My family loves it best when I recreate the full restaurant experience at home. There’s something so satisfying about that classic “You Pick Two” combination, even when it’s made right in your own kitchen. But don’t feel limited to that. This mac and cheese is a fantastic starting point for all sorts of delicious meals.

Here are a few of my favorite ways to serve it:

• The Classic Panera Combo: Serve a warm bowl of this mac and cheese alongside a cup of creamy tomato soup. It’s the ultimate comfort pairing. Don’t forget a piece of crusty bread or a simple side salad with a vinaigrette to round out the meal.
• As a Hearty Main Course: Top the mac and cheese with something savory to turn it into a full-fledged entree. Some of our favorites include pulled pork, crispy bacon crumbles, or even some sliced grilled chicken breast right on top.
• A Dressed-Up Side Dish: This makes for an incredible side dish for holiday meals or Sunday dinners. It pairs beautifully with everything from baked ham and roasted chicken to a simple grilled steak.
• Add Some Greens: For a more balanced one-pot meal, stir in some steamed broccoli florets or a handful of fresh baby spinach at the very end. The spinach will wilt right into the hot sauce, and it’s a great way to sneak in some extra veggies.

No matter how you choose to serve it, this dish is all about comfort. Ladle it into your favorite bowls, grab a spoon, and get ready to enjoy pure, cheesy bliss.

How To Store & Reuse Panera Mac and Cheese Leftovers

While this Panera Mac and Cheese is absolutely best when served fresh and hot from the pot, leftovers are still a wonderful treat. The key is knowing how to store and reheat it properly to bring that creamy texture back to life. A little care goes a long way in making your day-two mac and cheese taste almost as good as day one.

First things first, let the mac and cheese cool down a bit before you store it. You don’t want to put a steaming hot pot directly into the fridge. Once it’s cooled to room temperature, transfer it to an airtight container. It will keep well in the refrigerator for up to 3 or 4 days.

When you’re ready to enjoy it again, here are the best ways to bring it back to its former glory:

• Stovetop Method (Recommended): This is my preferred way to reheat. Place the desired amount of leftover mac and cheese in a small saucepan. Add a splash of milk, about one or two tablespoons per cup of leftovers. Heat over low heat, stirring gently and frequently, until it’s warmed through and the sauce has become creamy again. The added milk helps loosen the sauce, which will have thickened considerably in the fridge.
• Microwave Method: If you’re in a hurry, the microwave will work. Put the leftovers in a microwave-safe bowl and add a splash of milk. Cover the bowl with a damp paper towel to help create steam. Microwave on 50% power in 1-minute increments, stirring in between, until it’s heated to your liking. Heating it slowly at a lower power helps prevent the sauce from breaking.
• Get Creative with Leftovers: Don’t just reheat it. You can transform your leftovers into something new. Add them to a baking dish, top with breadcrumbs and more cheese, and bake for a quick mac and cheese casserole. Or, my kids’ favorite, chill the leftovers until firm, scoop into balls, coat in breadcrumbs, and air fry or pan fry them into delicious mac and cheese bites.

With these tips, you’ll never have to suffer through dry, clumpy leftover mac and cheese again.

Substitutions & Variations For Panera Mac and Cheese

While I believe this recipe is pretty perfect as is, I’m a firm believer that the best recipes are the ones you make your own. This Panera Mac and Cheese is a fantastic canvas for your culinary creativity. Whether you need to accommodate what you have on hand or you just want to experiment with new flavors, there are plenty of ways to switch things up.

Feel free to play around with different cheeses, pastas, and mix-ins. Just remember the basic principles of the sauce, and you’ll end up with a delicious result every time. A good mac and cheese is forgiving, so don’t be afraid to have a little fun in the kitchen.

Here are some of my favorite substitutions and variations to get you started:

• Cheese Variations: The cheese is the star, so swapping it can make a big impact. If you can’t find smoked Gouda, a smoked cheddar or a nutty Gruyère would be delicious substitutes. Instead of white cheddar, you could use yellow cheddar, Colby, or Monterey Jack. For an extra tangy kick, try adding a little bit of cream cheese along with the other cheeses.
• Different Pasta Shapes: While shells are the classic choice for their sauce-catching abilities, any short pasta will work well here. Try cavatappi with its fun corkscrew shape, classic elbow macaroni for a nostalgic feel, or penne. Just be sure to cook it al dente.
• Add a Protein Boost: Make it a complete meal by stirring in some cooked protein. Shredded rotisserie chicken, crispy crumbled bacon or pancetta, diced ham, or even some savory pulled pork are all fantastic additions.
• Spice It Up: If you like a little heat, this recipe welcomes it. Add a pinch of cayenne pepper along with the dry mustard, stir in some diced jalapeños (fresh or pickled), or use a spicy cheese like pepper jack for part of the cheese blend.
• Toasted Breadcrumb Topping: For a wonderful textural contrast, top your mac and cheese with buttery toasted breadcrumbs. Just melt a couple of tablespoons of butter in a skillet, add a cup of panko breadcrumbs, and toast, stirring constantly, until they are golden brown and crispy.

Go ahead and experiment. You might just discover your new favorite version of this beloved classic.

Panera Mac and Cheese (Copycat Recipe with Smoked Gouda)

Yield: 6 servings

Prep Time: 10 minutes

Cook Time: 20 minutes

Total Time: 30 minutes

This homemade Panera Mac and Cheese recipe is creamy, rich, and every bit as comforting as the original.

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Ingredients

• 1 (16 ounce) box medium shell pasta
• 1/4 cup unsalted butter
• 1/4 cup all-purpose flour
• 2 1/2 cups whole milk
• 1 cup heavy cream
• 8 ounces sharp white cheddar cheese, freshly shredded
• 4 ounces smoked Gouda cheese, freshly shredded
• 1 teaspoon dry mustard powder
• 1/2 teaspoon salt, or to taste
• 1/4 teaspoon white pepper
• A few dashes vinegar-based hot sauce (optional)

Instructions

1. Bring a large pot of salted water to a boil. Cook the shell pasta until al dente, then drain and set aside. Do not rinse.
2. In a large saucepan or Dutch oven, melt the butter over medium heat. Whisk in the flour to form a roux. Cook for 2 minutes, stirring constantly, without browning.
3. Slowly whisk in the milk, adding a little at a time to prevent lumps. Stir in the heavy cream. Cook 5–8 minutes over medium heat until the sauce thickens enough to coat the back of a spoon. Do not boil.
4. Remove the saucepan from heat. Stir in shredded cheddar and smoked Gouda, one handful at a time, until smooth and melted.
5. Season with mustard powder, salt, white pepper, and hot sauce if using.
6. Add the cooked pasta to the sauce, stirring gently until evenly coated. Serve immediately while hot and creamy.

Notes

Always shred cheese from the block for the smoothest sauce. Pre-shredded cheese often contains anti-caking agents that can make the sauce grainy.

Reheat leftovers gently on the stovetop with a splash of milk for the creamiest results.

Nutrition Information:

Amount Per Serving: Calories: 610 Total Fat: 29g Carbohydrates: 62g Protein: 21g

5 FAQs About Panera Mac and Cheese

Here are some straightforward answers to the most common questions I receive about this Panera Mac and Cheese recipe.

Why is my Panera Mac and Cheese sauce grainy?

A grainy cheese sauce is the most common frustration when making mac and cheese from scratch, but it’s completely avoidable. The number one culprit is heat. If your sauce base is too hot when you add the cheese, the proteins in the cheese will tighten up and separate, causing that dreaded grainy, oily texture. That’s why the most critical step in my instructions is to remove the saucepan from the heat entirely before you start stirring in the cheese. The residual heat of the béchamel sauce is more than enough to melt the cheese gently and smoothly.

The second biggest cause is the type of cheese you’re using. Always, always buy your cheese in a block and shred it yourself just before you use it. Pre-shredded bagged cheeses are coated with starches and anti-caking agents like potato starch or cellulose to prevent the shreds from clumping. While convenient, these additives can prevent the cheese from melting properly and will almost guarantee a gritty texture in your finished sauce. Taking the extra two minutes to shred your own cheese is the single best thing you can do for your mac and cheese.

Can I make this Panera Mac and Cheese recipe ahead of time?

You can, but it requires a slightly different approach for the best results. A freshly made stovetop mac and cheese has a uniquely creamy, fluid texture that’s difficult to fully replicate upon reheating. The sauce will thicken considerably as it cools in the refrigerator. However, if you need to prep ahead, you have a couple of good options.

Your best bet is to make the cheese sauce completely, then let it cool and store it in an airtight container in the refrigerator for up to two days. When you’re ready to serve, cook your pasta fresh. While the pasta is boiling, gently reheat the cheese sauce in a saucepan over low heat, adding a few splashes of milk to thin it back out to its original consistency. Once the pasta is cooked and drained, you can combine the two and serve immediately. This method preserves the texture of both the pasta and the sauce much better than reheating the entire combined dish.

What kind of cheese is best for Panera Mac and Cheese?

The original Panera Mac and Cheese is famous for its use of Vermont white cheddar. This is a fantastic choice because it has a pleasant sharpness and a tangy flavor that cuts through the richness of the cream sauce without being overpowering. It’s a classic, reliable cheese that melts beautifully, which is why it’s the foundation of my recipe as well.

However, to make this recipe truly special, I insist on the blend of sharp white cheddar and smoked Gouda. The smoked Gouda is what brings that “wow” factor. It adds a layer of savory, smoky depth that complements the cheddar perfectly. When choosing your cheeses, focus on quality. A good, aged white cheddar will have a more complex flavor than a younger one. For the Gouda, look for one that has been naturally smoked for the best flavor. As mentioned before, always buy blocks and shred them yourself for the creamiest possible sauce.

How can I make my homemade Panera Mac and Cheese creamier?

This recipe is designed to be incredibly creamy, but there are a few key things to focus on to guarantee that result. First, do not skimp on the fat in your dairy. Using whole milk and heavy cream is essential. The fat content is what gives the sauce its rich body and silky mouthfeel. Using low-fat milk will result in a much thinner, less satisfying sauce.

Second, master the roux and béchamel. Cooking the flour and butter for a minute or two develops the flavor and then slowly whisking in the cold dairy ensures a lump-free base. Finally, be careful not to overcook your pasta. If the pasta is cooked past al dente, it will start to release excess starch into your sauce, which can make it gummy. It also absorbs more of the liquid from the sauce as it sits, resulting in a drier final product. Pulling the pasta when it still has a slight bite is key to a perfectly saucy and creamy dish.

Can I freeze this Panera Mac and Cheese?

Technically, yes, you can freeze it, but I would consider it a last resort. Dairy-based sauces like this one have a tendency to separate or become grainy when they are frozen and thawed. The texture will not be the same as when it was freshly made. The pasta can also become quite soft and mushy after freezing and reheating.

If you absolutely must freeze it, here’s the best way to do it. Allow the mac and cheese to cool completely. Portion it into freezer-safe, airtight containers. It can be frozen for up to two months. To reheat, let it thaw completely in the refrigerator overnight. Then, use the stovetop method described for reheating leftovers. Reheat it very gently over low heat, adding a generous splash of milk and stirring constantly to help the sauce emulsify and become creamy again. It won’t be perfect, but it will still be a tasty, cheesy meal.

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