Copycat Panera macaroni and cheese brings a creamy, white-cheddar sauce to the table in about 25 minutes. The stovetop method is especially useful when you want a comforting side or an easy family dinner without turning on the oven. Pasta cooks while the sauce comes together, then a short rest lets the sauce cling to every curve and shell. It is a practical choice for weeknights because the finished dish needs no baking step, and the sauce can be adjusted while it is still in the pot.
What this recipe is
This is a stovetop macaroni and cheese built around a quick white sauce and white cheddar. It is rich enough for a main dish with a salad, yet simple enough to serve as a side. The recipe yields eight servings, making it useful for a family table or a casual gathering.
Why this copycat Panera macaroni and cheese works
The sauce starts with a small butter-and-flour roux, which gives the milk and cream enough body to coat the pasta. White cheddar adds a gentle sharpness without overpowering the cream. Dry mustard brings savory depth, while black pepper keeps the finished dish from tasting flat. Because the cheese goes in over low heat, it melts into the sauce smoothly instead of becoming grainy.
Ingredients and quick preparation
- 1/4 cup unsalted butter
- 1/4 cup all-purpose flour
- 1 cup whole milk
- 2 cups heavy whipping cream
- 2 cups shredded white cheddar cheese
- 1 teaspoon kosher salt
- 1 teaspoon black pepper
- 1 teaspoon dry mustard
- 1 pound cooked cavatappi, shells, or elbow pasta

Shred the cheese before you start and keep the pasta close by. Freshly shredded cheese melts more evenly, and having everything measured prevents the sauce from sitting unattended while you search for an ingredient.
How to make it
Cook the pasta according to package directions, then drain and set aside. While it cooks, prepare the sauce so the pasta is ready when the cheese mixture is smooth. It should be tender but not mushy, since it will spend a few more minutes absorbing the sauce.
Melt the butter in a large pot over medium-high heat. Whisk in the flour and cook for about 1 minute. Reduce heat to medium and whisk in the milk, cream, salt, dry mustard, and pepper. Whisk until the sauce begins to bubble. Reduce heat to low, add the white cheddar, and stir until melted. Stir in the cooked pasta. Remove from heat and let stand for about 5 minutes to thicken; adjust salt and pepper if desired.
- In a large pot on medium high heat, add butter until melted. Whisk in the flour and cook for about one minute. Reduce heat to medium and add milk, heavy cream, salt, dry mustard and pepper.
- Continue whisking until it begins to bubble. Reduce to low and add white cheddar. Stir until melted.
- Add cooked pasta, stirring until combined. Remove from heat and allow to sit about 5 minutes to thicken. Season with additional salt and pepper if desired.

Serving ideas
Texture and doneness cues
The sauce is ready when it coats the whisk and moves slowly across the bottom of the pot. It should look smooth rather than oily, and the cheese should disappear completely into the cream. After the pasta is stirred in, the mixture may seem loose for a moment; the five-minute rest gives the starch time to help the sauce settle. Serve before it becomes stiff.
Serve this copycat Panera macaroni and cheese as soon as the five-minute rest is complete, while the sauce is glossy and spoonable. It pairs well with roasted broccoli, a crisp green salad, or sliced fruit. For a simple lunch, add steamed peas or serve a small bowl alongside tomato soup. The creamy texture also makes it a welcome side for grilled chicken or roasted vegetables.
Tips and an optional variation
Keep the heat gentle after adding the cheese. A hard boil can make a dairy sauce tighten or separate. If the sauce seems thicker than you prefer after resting, loosen it with a splash of warm milk and stir gently. For an optional variation, fold in a little smoked paprika or replace part of the white cheddar with a mild Monterey Jack; make that change only after the original version is familiar.
Storage and reheating
For the best texture, store the pasta separately from any crisp toppings or vegetables you plan to serve beside it. Label the container with the date so it is easy to use within the three-day window. When reheating a larger portion, use a covered saucepan over low heat and stir from the edges toward the center. A tablespoon or two of milk can restore the sauce as it warms.
Refrigerate leftovers in a covered container for up to three days. Reheat individual portions over low heat in the microwave, stirring every 30 seconds, or warm them in a saucepan with a splash of milk. Stop as soon as the pasta is hot. Gentle reheating protects the creamy sauce better than high heat.
FAQ and common search questions
These answers focus on the small details that make the recipe dependable. Measure the dairy before heating the pot, use a whisk for the roux, and keep the cheese ready so each step can happen without a long pause. If you are serving a crowd, warm the serving bowl first so the sauce stays fluid longer. Leftovers will thicken in the refrigerator, which is normal and easy to correct with milk.
Can I use elbow macaroni? Yes. Cavatappi, shells, and elbow macaroni all hold the sauce well; cook whichever shape you have according to its package directions.
Why is my cheese sauce thick? Pasta continues absorbing sauce as it rests. Stir in a small splash of warm milk to adjust the consistency.
Can I make it ahead? It is best freshly made, but leftovers reheat well when warmed gently with milk.

This copycat Panera macaroni and cheese is at its best when the white-cheddar sauce is still silky and the pasta is warm. With one pot for the sauce and a short, practical ingredient list, it is an approachable comfort-food recipe for busy evenings or relaxed weekend meals.

Copycat Panera Macaroni and Cheese
Ingredients
Ingredients
- 1/4 cup unsalted butter
- 1/4 cup all-purpose flour
- 1 cup whole milk
- 2 cups heavy whipping cream
- 2 cups white cheddar cheese shredded
- 1 teaspoon kosher salt
- 1 teaspoon black pepper
- 1 teaspoon dry mustard
- 1 pound pasta cavatappi, shells, or elbow; cooked
Instructions
Instructions
- Cook the pasta according to package directions, then drain and set aside.
- Melt the butter in a large pot over medium-high heat. Whisk in the flour and cook for about 1 minute. Reduce heat to medium and whisk in the milk, cream, salt, dry mustard, and pepper.
- Whisk until the sauce begins to bubble. Reduce heat to low, add the white cheddar, and stir until melted.
- Stir in the cooked pasta. Remove from heat and let stand for about 5 minutes to thicken; adjust salt and pepper if desired.
Featured Comments
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