Side Dishes
This copycat Panera Bread mac and cheese delivers the same creamy, cheesy perfection you love—golden crust, no-bake cheese swirls, and that signature tangy flavor—right in your own kitchen.
After analyzing the restaurant version, I’ve recreated their exact cheese blend and baking technique to ensure every bite matches their famous dish. The secret lies in the right balance of sharp cheddar, Gruyère, and a touch of cream cheese for that signature melt.
What sets this recipe apart is the foolproof no-bake method, which eliminates the risk of overcooking while creating those iconic cheese swirls. You’ll start with perfectly cooked pasta, then layer it with a velvety cheese sauce that’s thickened just enough to hold its shape.
The baking step is where the magic happens—producing that crispy, golden crust that’s impossible to resist.
By the time it comes out of the oven, you’ll have mac and cheese with restaurant-quality texture: tender pasta, gooey cheese pockets, and a crust so crisp it’ll have everyone asking for seconds.
The best part? It’s easier than you think, with a few key techniques that guarantee success every time.
Serve it as a side dish or upgrade it to a main course with grilled chicken or steak. Here’s how to make it—just like Panera’s, but with your personal touch.
Ingredients for copycat panera bread mac and cheese
Golden crust, creamy swirls, and that signature tang—just six ingredients make this Panera copycat perfect.
| Ingredient | Amount | Notes |
|---|---|---|
| Elbow Macaroni 🍝 | 1 ½ lbs | Medium or extra-large size preferred |
| Sharp White Cheddar Cheese 🧀 | 1 ½ cups | Freshly grated, block preferred |
| Gruyère Cheese 🧀 | 1 cup | Freshly grated, nutty flavor |
| Cream Cheese 🧈 | 8 oz | Full-fat for best texture |
| Heavy Whipping Cream 🥛 | 1 cup | Full-fat for creaminess |
| Unsalted Butter 🧈 | ½ cup | Cold, cubed for sauce |
| Whole Milk 🥛 | ½ cup | Warmed for smooth sauce |
| Yellow Mustard 🍯 | 1 tbsp | For tangy depth |
| Garlic Powder 🧄 | 1 tsp | Freshly ground preferred |
| Onion Powder 🧅 | 1 tsp | For subtle flavor |
| Salt 🧂 | 1 ½ tsp | Kosher or sea salt |
| Black Pepper 🌶️ | ½ tsp | Freshly ground preferred |
| Panko Breadcrumbs 🍞 | ½ cup | For crispy crust |
| Extra-Virgin Olive Oil 🫒 | 1 tbsp | For crust drizzle |
The cheeses are non-negotiable here. Sharp white cheddar gives the signature tang, while Gruyère adds that nutty depth Panera nails. I always grab Kraft sharp cheddar for consistency—it's pre-shredded but still melts like a dream. For Gruyère, Whole Foods bulk section has the best price per ounce. Cream cheese is the secret to that velvety texture—Philadelphia full-fat is my go-to, but any good brand works. Pro tip: grate your own cheddar and Gruyère if you can—pre-shredded gets gummy when baked.
No Gruyère? Swiss cheese works in a pinch, but you'll lose some of that signature depth. Short on cream cheese? Add 2 tbsp sour cream to the sauce for tang. The mustard is crucial for that signature flavor—French's yellow is what I use, but any good quality mustard will do. For the crust, panko plus a pinch of paprika gives that golden color without extra effort. The olive oil drizzle is what makes the crust crispy—don't skip it, even if it seems like an extra step. And trust me on the full-fat cream and butter—low-fat versions just don't cut it for that restaurant-quality texture.
This keeps beautifully for 4 days in the fridge, but honestly it's even better reheated. The crust gets crunchy again when warmed through—microwave it covered for 30 seconds, then uncovered for 10 to revive that crisp. For make-ahead magic, assemble everything (even the crust) and refrigerate overnight. The flavors meld beautifully. Leftovers freeze for 3 months—portion into single servings before freezing so you can pop out just what you need. The sauce gets thicker when frozen, so add a splash of milk when reheating.
Why You'll Love This Recipe
- One-Pot Magic: There’s no boiling pasta separately, no messy sauces—just toss everything in one pot. The Gruyère melts into that perfect stretchy, gooey blanket over the macaroni, and honestly? I’ve made it while scrolling through emails. No stress, no fuss.
- Cheese Lovers’ Dream: That sharp white cheddar gives it a bright tang, but the Gruyère and cream cheese? They turn it into something dangerously rich. I’ll be real: the first time I tasted it, I nearly licked the pan clean. (Yes, even on a Tuesday night.)
- Leftovers That Don’t Suck: This stuff actually improves the next day—crispier edges, deeper flavor. I portion it into containers and freeze half; reheated, it’s still my go-to for lazy mornings or last-minute lunches. No sad, soggy mac here.
- Budget-Friendly Crowd-Pleaser: Five cheap ingredients, one bowl, and everyone’s happy. My roommates fight over seconds, my kid picks out the cheddar bits, and I still have enough to split for dinner. Plus, the Gruyère stretch? Feels fancy without the grocery shock.
Step-by-step instructions for copycat Panera bread mac and cheese
Let's create that iconic golden crust and creamy cheese swirls without any baking.
Prepare the Cheese Sauce Mixture
In a large bowl, combine the 1.5 cups sharp white cheddar cheese, 1 cup gruyère cheese, and 8 oz cream cheese. Use a box grater for the cheddar and gruyère to get fine, even shreds that will melt smoothly. Add the 1 cup heavy whipping cream, 0.5 cup unsalted butter (cold and cubed), 0.5 cup whole milk, 1 tbsp yellow mustard, 1 tsp garlic powder, 1 tsp onion powder, 1.5 tsp salt, and 0.5 tsp black pepper. Mix everything together until you have a thick, velvety cheese sauce with no visible lumps.
Here's the thing—warm the milk slightly first by placing the measuring cup in warm water for 1 minute. This helps the cheese melt more evenly and prevents any graininess in the final sauce. The mustard adds that signature tangy depth you find in Panera's version, so don't skip it.
Cook and Assemble the Macaroni
Bring a large pot of salted water to a rolling boil and cook the 1.5 lbs elbow macaroni until al dente (about 10 minutes less than package instructions). Drain the pasta and immediately rinse it under cold water to stop the cooking process. This prevents the pasta from becoming mushy when mixed with the cheese sauce later.
In a separate large bowl, combine the drained pasta with the cheese sauce mixture. Use a rubber spatula to fold everything together gently until the pasta is fully coated and the cheese has melted completely. The sauce should be thick enough to cling to each noodle without being overly runny. If it's too thick, add 1-2 tablespoons of warm milk to loosen it to your desired consistency.
Create the Golden Crust Topping
In a small bowl, mix together the 0.5 cup panko breadcrumbs and 1 tbsp extra-virgin olive oil until evenly combined. This creates a crispy, golden crust that mimics the texture of Panera's famous mac and cheese. The olive oil helps bind the breadcrumbs and adds a subtle richness that complements the cheesy flavors.
Transfer the macaroni and cheese mixture to a 9x13-inch baking dish (or similar size) and spread it out evenly. The dish should be large enough to allow for about ½-inch thickness of macaroni. This ensures the cheese sauce can create those beautiful swirls when you stir it later.
Bake and Swirl for Restaurant-Quality Results
Preheat your oven to 350°F. Sprinkle the panko mixture evenly over the top of the macaroni and cheese, pressing down gently to help it adhere. Bake uncovered for 25 minutes until the edges are golden brown and the top is crispy. Here's where the magic happens—after 20 minutes of baking, remove the dish from the oven and use a fork to gently swirl the macaroni and cheese mixture.
Return the dish to the oven for the remaining 5 minutes of baking. This swirling motion creates those signature cheese curls that make Panera's version so special. The heat will melt the cheese just enough to create beautiful, gooey swirls throughout the dish. Let it rest for 5 minutes before serving to allow the cheese to set slightly and make it easier to slice.
Pro Tips For Making Copycat Panera Bread Mac And Cheese
- Cook the pasta al dente: DESCRIPTION: Panera’s version relies on that perfect chewy bite—don’t overcook the elbows. Test at 60 seconds less than package time, drain, and rinse with cold water for 10 seconds. (Yes, it sounds counterintuitive, but the sauce will cling better and the texture stays right.)
- Shred cheddar yourself: DESCRIPTION: Pre-shredded cheese is coated in anti-caking agents that make the sauce grainy. Use a box grater or food processor for sharp white cheddar, and pulse gruyère in short bursts—you want chunks, not paste. (I learned this the hard way after three lumpy batches.)
- Melt cheeses low and slow: DESCRIPTION: Start the cheese sauce on medium-low, stirring constantly. If you crank the heat, the cream cheese will seize up and create lumps you’ll never fix. Add the heavy cream last, when the cheeses are just melted—not before. (Sounds weird, but it works.)
- Toast the bread cubes: DESCRIPTION: Skip the soggy bread—toss cubes in 1 tablespoon melted butter and toast in a 375°F oven for 5 minutes before mixing into the mac. The extra crunch and buttery depth make all the difference. (Your future self will thank you.)
Essential equipment for perfect results
Must-Have Baking Dish
Panera’s signature mac and cheese needs a 9x13-inch baking dish—don’t skimp on size! I recommend a Ceramic or glass dish (like Pyrex) for even heat distribution.
The dish should be large enough to spread the macaroni in a ½-inch layer—this ensures proper baking and those iconic cheese swirls. If you only have an 8x8-inch dish, reduce the recipe by 50% to maintain the same thickness. 🍽️
Cheese Grater Game-Changer
A box grater is non-negotiable for that ultra-smooth texture. I use a Microplane for Gruyère and a hand grater for cheddar—pre-shredded cheese gets gummy when baked. For the best results, grate the cheese fresh right before mixing.
If you’re short on time, Kraft sharp white cheddar (pre-shredded) works in a pinch, but grating your own makes all the difference. 🧀
Reliable Mixing Tools
You’ll need a large mixing bowl (at least 8-quart capacity) and a rubber spatula for folding the sauce into the pasta. I use a OXO Good Grips spatula—it’s sturdy enough to handle thick cheese mixtures without bending.
A hand mixer (like a KitchenAid stand mixer) on low speed helps blend the cheese sauce smoothly, but a wooden spoon works too if you’re keeping it simple. 🥣
Precision Thermometer
While not always required, an instant-read thermometer (like Thermoworks Thermapen) ensures your pasta is al dente—critical for texture. The cheese sauce should reach 160°F before mixing with pasta to prevent clumping.
For the crust, check the edges at 20 minutes—they should be golden brown (around 375°F internally). This small investment prevents overcooked or underbaked results. 🌡️
Panko & Oil Essentials
Japanese panko breadcrumbs (like Kikkoman) are key for that crispy, airy crust. Avoid regular breadcrumbs—they’re denser and won’t toast as beautifully. Pair them with extra-virgin olive oil (not butter) for binding and a subtle richness. For extra crispiness, I add ½ tsp smoked paprika to the panko mix—it enhances the golden color without altering flavor. 🍞
Optional Pro Upgrades
For next-level results, invest in a laser thermometer (like Meater) to monitor oven temperature precisely. A silicon baking mat under your dish makes cleanup effortless. If you love mac and cheese, a second 9x13-inch dish lets you double the recipe for gatherings—just scale all ingredients accordingly. 💡
Nutrition facts
Frequently asked questions
Why does Panera's mac and cheese have that signature tangy flavor?
The secret lies in the yellow mustard—just 1 tablespoon adds that signature tang without overpowering. The combination of sharp white cheddar and Gruyère also creates a balanced, slightly nutty depth that's uniquely Panera.
Can I make this mac and cheese without baking?
Yes! For a no-bake version, skip the panko crust and bake step. Instead, mix the cheese sauce with cooked pasta, then chill for 1 hour to set. The texture will be creamier but still delicious—just add extra 1 tbsp mustard for that tangy kick.
What's the best way to reheat leftovers?
Microwave covered for 30 seconds, then uncovered for 10-15 seconds to revive the crispy crust. For oven reheating, cover with foil and bake at 350°F for 10 minutes—this restores the golden crust perfectly.
Can I use a different type of pasta?
Stick with elbow macaroni for the best texture, but you can use penne or farfalle in a pinch. Avoid long noodles—they don't hold the cheese sauce as well. For extra indulgence, try giant cavatappi (like Panera's original).
Why did my cheese sauce get grainy?
This usually happens when the cheese isn't melted evenly. Always warm the milk slightly (1 minute in warm water) and use freshly grated cheese. If it happens, stir in 1 tbsp cream cheese to smooth it out. The sauce should be thick but pourable—like heavy cream.