Rachel Cooks

Copycat Panera Mac and Cheese (one pan!)

This copycat Panera Mac and Cheese tastes just like the stuff you buy in the famous bakery but is easy to make at home and only requires one pan! 

Copycat Panera Mac and Cheese on RachelCooks.com

So, let’s just start this by saying that our Panera Bread has a drive-thru.

It’s bad for my wallet. I don’t like fast-food, but I like food to be fast. Especially with two kids and there is NO way I’m getting out of the car with both kids to grab food. Forget that, I’d rather go home.

So Panera’s drive-thru is both the answer to my prayers and a huge nightmare. But it’s mostly a good thing.

And their mac and cheese! Oh my, their mac and cheese. It is soooo good. Ultra creamy and so amazingly delicious. I usually order it for E but I always snag a bite or two before giving it to her. Don’t tell!

Copycat Panera Mac and Cheese -- made in one pan only! On RachelCooks.com

Clearly, this had to be the first recipe of Mac & Cheese Mania!  If you’re thinking “HUH? What is Mac and Cheese Mania?” then you need to read this post.  There are an obnoxious amount of details there but most importantly, read about how you can be entered to win some really amazing prizes. Brandy of Nutmeg Nanny is co-hosting the event with me. She’s kicking it off with this amazing Pulled Pork Macaroni and Cheese (talk about the best of two worlds!).

Mac and Cheese Mania

What makes this recipe great is not only the fact that it is creamy and amazing just like the stuff you get at Panera, but this mac and cheese is made in one pan and one pan only. It cooks in the milk for a super creamy and thick texture.

Copycat Panera Mac and Cheese -- made in one pan only! On RachelCooks.com

You’ll want to use a really good, high quality white cheddar for this macaroni and cheese. And in my opinion, the sharper the better. And keep stirring. The whole time. It’s important to keep the pasta from sticking together.

Copycat Panera Mac and Cheese -- made in one pan only! On RachelCooks.com

Save yourself some money and enjoy this copycat Panera mac and cheese at home!

Copycat Panera Mac and Cheese (one pan!)

Yield: 3-4 servings

Prep Time: 5 minutes

Cook Time: 25 minutes

Total Time: 30 minutes

This copycat Panera Mac and Cheese tastes just like the stuff you buy in the famous bakery but is easy to make at home and only requires one pan!


  • 2 cups medium uncooked shell pasta
  • 2 and 1/2 cups whole milk
  • 1/2 teaspoon salt
  • 1/4 teaspoon dijon mustard
  • 1 tablespoon butter
  • 1 cup grated extra sharp white cheddar (4 ounces)


  1. Rinse uncooked pasta under cold water.
  2. In a medium saucepan over medium-high heat, combine milk, pasta, salt, mustard and butter. Stir frequently and bring to a simmer. Reduce to low. Stir frequently (almost continually) for 15-20 minutes while pasta cooks and milk is absorbed. Remove from heat, stir in cheese and cover for 5 minutes. Enjoy immediately (not good reheated -- gets grainy).

Verdict: We all loved this copycat!
Changes I would make: None are necessary.
Difficulty: Easy.

Make sure to head over to Mac and Cheese Mania to get inspired by all our great blogger friends who are helping us kick off this event. You can also see what prizes are up for grabs and find out how easy it is to enter! 


When you make a recipe from my site tag it with #RachelCooks!
I love to see what you're creating!

86 Responses to “Copycat Panera Mac and Cheese (one pan!)”

  1. Maureen | Orgasmic Chef — February 24, 2014 at 6:05 am

    How gloriously creamy and cheesy that looks!

  2. denise — February 24, 2014 at 6:27 am

    sounds delish–my boys get it a lot. I’ve never seen a Panera with a drive-thru–genius! I love the Mac’n Cheese from Noodles & Co.

    Why is the rinse needed for the pasta?

    • Rachel Gurk — February 25th, 2014 @ 6:42 am

      Oooh I’ve never had the mac and cheese from Noodle & Co. Must try! Rinsing the pasta just helps with that ultra smooth texture.

      • denise — February 25th, 2014 @ 5:09 pm

        Gotcha. I just go by the rule no rinsing unless using in a salad (pasta salad, macaroni salad, etc…), but I *get* the rinsing for a smoother texture.

        The mac from Noodles&Co really, really good. Was my favorite until they introduced the Alfredo MontAmore on the seasonal menu–OMGoodness! It’s divine!

  3. Phi @ Sweetphi Blog — February 24, 2014 at 6:51 am

    OMG I LOOOOVVVEEE Panera’s Mac N Cheese, I will definitely be trying this asap!

  4. Becca @ Amuse Your Bouche — February 24, 2014 at 6:54 am

    I’ve never been to Panera but if this is the sort of food they do, they need to gt themselves to the UK quick!! 🙂

  5. Lauren at Keep It Sweet — February 24, 2014 at 7:21 am

    This mac n cheese does look amazingly creamy. I can’t wait to see all of the other mac and cheese mania recipes!

  6. Taylor @ greens & chocolate — February 24, 2014 at 7:26 am

    Panera has the BEST mac and cheese!! SO excited to have this recipe..it looks exactly spot on!

  7. Nutmeg Nanny — February 24, 2014 at 7:42 am

    This looks amazing! I love Panera but ours does not have a drive-thru so I don’t go as much. If they put a drive-thur into our Panera all bets would be off. I would probably make my husband get takeout at least once a week…haha.

  8. Kristen — February 24, 2014 at 7:43 am

    I can’t imagine how large I’d be if our Panera had a drive-thru. I love Panera and love this recipe!

  9. Liz @ The Lemon Bowl — February 24, 2014 at 8:48 am

    Your panera has a drive thru?!?!!! Mind. Blown. So jealous!! Thanks for including me today!!

  10. Cassie — February 24, 2014 at 9:47 am

    This is some beautiful mac & cheese! I’m a fool for white cheddar!!

  11. Liz @ Virtually Homemade — February 24, 2014 at 9:52 am

    I love one pot mac and cheese and really who doesn’t steal their kids food?

  12. Rachel @ Bakerita — February 24, 2014 at 10:25 am

    Your Panera has a drive-thru?!?! I would be getting this mac and cheese all the time! So tempting. Now I’m in London though, and Panera mac n cheese is no where to be found, so I NEED to make this! Major craving for it after reading this post 🙂 yummy! Pinned.

  13. Stephanie @ Girl Versus Dough — February 24, 2014 at 10:39 am

    You had me at one-pan. No, mac and cheese. No, just cheese.

    In any case, I WANT.

  14. Alaina {Fabtastic Eats} — February 24, 2014 at 11:37 am

    I LOVE Panera’s mac & cheese! I always snag a couple bites before giving it to my kids too! And drive-thru is the ONLY way to go, totally agree. Love this!

  15. Lauren @ Climbing Grier Mountain — February 24, 2014 at 11:43 am

    Whoo-hoo!!! Love this Rachel! And thanks so much for putting this cheese-fest mania together!!!

  16. Amy @Very Culinary — February 24, 2014 at 1:06 pm

    Your Panera Bread has a drive-thru??? I would be a goner if that was the case. Love this Mac and Cheese – so crazy simple, and the melty cheese. I die. Thanks for hosting. You nailed it!

  17. Julia — February 24, 2014 at 1:11 pm

    My kids hate mac and cheese. I thought of disowning them… but then I’m reminded that just means I get the entire batch when I make it. Totally gonna have to make this (all for me!)

  18. Kelli @ The Corner Kitchen — February 24, 2014 at 4:11 pm

    Super creamy mac & cheese AND a one pot meal…sold!

  19. Tess @ Tips on Healthy Living — February 24, 2014 at 4:52 pm

    This mac & cheese looks amazing! I’ve never had it from Panera, but I’m sure this is much better.

  20. Aunt Nancy — February 24, 2014 at 6:02 pm

    That sounds delicious! Low calorie? I think I’m going to have to try it 🙂

  21. sarah k @ the pajama chef — February 24, 2014 at 6:41 pm

    oh man- i love that mac & cheese. i always steal my husband’s 🙂

  22. Katrina @ Warm Vanilla Sugar — February 24, 2014 at 7:06 pm

    Definitely trying this!!! This looks so good!

  23. Happy Valley Chow — February 24, 2014 at 7:37 pm

    That looks delicious! I’ve never had paneras mac n’ cheese definitely need to give this a try now 🙂

    Happy Blogging!

  24. Stephie @ Eat Your Heart Out — February 24, 2014 at 10:42 pm

    I ADORE Panera’s mac! This has to happen like….yesterday. That’s how critical it is in my life right now.

  25. Penny — February 24, 2014 at 10:49 pm

    When do you put the mustard in?

    • Rachel Gurk — February 25th, 2014 @ 6:36 am

      Ahh sorry about that! Good catch. I amended the recipe, the mustard should go in with the milk, butter, etc. Thanks for letting me know about that omission!

  26. Lori @ Foxes Love Lemons — February 24, 2014 at 10:53 pm

    I’ve never had mac and cheese at Panera, but it is ALWAYS tempting when I look at the menu. I try to be all “healthy” with one of their salad and sandwich combos, but let’s be real – a lot of those aren’t that healthy anyway, so I may as well just give in an order the mac and cheese. Your version looks just divine. Love the little bit of dijon for a kick!

  27. Terra — February 24, 2014 at 11:04 pm

    Okay, confession time…..would you believe I have never had Panera Mac n’Cheese? AND I love eating there. Well I believe I need to change this problem ASAP! Your recipe sounds wonderful, and looks delicious:-) Thank you for hosting this fabulous event, and thank you for letting me be a part of the fun! Hugs, Terra

  28. Nicole ~ Cooking for Keeps — February 25, 2014 at 2:33 am

    Whaaaa your Panera has a drive-thru?! I would be dead, and very very fat. 🙂 This looks JUST like their version!

  29. Kendra @ Prepping Parties — February 25, 2014 at 8:55 pm

    This looks absolutely amazing – so cheesy and creamy! Will be trying ASAP!

  30. Kelly — February 25, 2014 at 11:59 pm

    My son loves their Mac and cheese and I’d love to make this for his upcoming birthday party. Do you think I could make it in the morning and put it in a crockpot on warm for a few hours without sacrificing the taste?

  31. Erin @ Texanerin Baking — February 26, 2014 at 3:06 pm

    I am SO making this! It’s so unbelievably creamy looking.

    I just need a little mac & cheese detox first. I feel like I’ve been eating it every day for the last few weeks (I guess you know the feeling?! ;))

    Thanks again for organizing this!

  32. Hayley @ The Domestic Rebel — February 27, 2014 at 6:18 pm

    THE DIJON! Your secret’s out, Panera. Or maybe it was never a secret and I was too lame to figure it out. Now I know their je ne sais quoi and I am so stuffing my face with this tonight! Can every week be mac and cheese week?!

  33. Brenda @ a farmgirl's dabbles — March 4, 2014 at 6:03 pm

    What a fun mac and cheese event…great job!!! Your Panera version sounds awesome – and easy – I’m going to have to give it a try!

  34. Mercedes — March 11, 2014 at 11:42 am

    Can the recipe be doubled? Can 1 or 2 percent milk be substituted? I never have whole milk on hand.

    • Rachel Gurk — March 11th, 2014 @ 2:47 pm

      The recipe can definitely be doubled but keep in mind that it is not good reheated or left over. I haven’t tried it with 1 or 2 percent milk but it should work! Might not be as creamy and thick though.

  35. Virginia — March 26, 2014 at 3:34 pm

    Don’t have heavy cream on hand can something be substituted?

    • Rachel Gurk — March 26th, 2014 @ 9:44 pm

      This recipe doesn’t use heavy cream 🙂

  36. Chanel — March 31, 2014 at 7:05 pm

    Silly question… Half way through cooking this and the noodles still seem hard. Please do not tell me I was supposed to cook the noodles first?

    • Rachel Gurk — April 1st, 2014 @ 9:33 am

      That sounds about right — they don’t finish cooking until the end! How did it turn out?

  37. not needed — July 9, 2014 at 9:14 pm

    I wish you would’ve specified if the pasta was supposed to be uncooked or cooked. It honestly would’ve made this recipe easier

    • Rachel Gurk — July 11th, 2014 @ 8:47 pm

      If you followed the recipe, you would have started with uncooked pasta. I’m sorry that you found it unclear. I added in some additional directions to help beginners.

  38. Swetha Ram — November 3, 2014 at 11:30 am

    Hats off to you Rachel!!!! I moved to Singapore 10 months ago and believe me when I tell you I had a sudden midnight craving fr panera Mac and cheese and knew nothing else would suffice… But it being late and all I didn’t wanna make a big fuss in the kitchen… Needless to say I’m currently sitting in my bed gleefully downing a bowl that takes me back to heavenly hungover brunches at panera:) this is BOMB just follow the recipe exactly y’all!

    • Rachel Gurk — November 3rd, 2014 @ 2:40 pm

      This comment made my day! Thanks for sharing!

  39. Erica — November 4, 2014 at 7:27 pm

    Doubled the recipe and this was delicious! All three children LOVED it (even the one who isn’t a fan of mac and cheese)! And everyone agreed it is even better than Panera! Note: if you use mild cheddar, it doesn’t get grainy when reheating. Thanks for this keeper recipe!

    • Rachel Gurk — November 4th, 2014 @ 9:39 pm

      Great! So glad you all liked it! And thanks for the tip about mild cheddar! 🙂

  40. Nicole — November 11, 2014 at 1:47 pm

    Someone help me! I have no clue what I’m doing wrong. The first time my measurements were off. And…. I used spicy mustard I areas of dijorn. Not smart. This time I did it EXACT though. And it was good but texture of the source was a little grainy. I stirred pretty much the whole time. What could I be doing wrong?

    • Rachel Gurk — December 5th, 2014 @ 8:28 pm

      What kind of cheese did you use? Did you eat it right away? It can be a little temperamental but done right, it’s great and smooth!

  41. Ashlee — December 5, 2014 at 8:16 pm

    I made this tonight and literally I would rather spend $25 dollars feeding my family of 3 at Panera than eat this again. Honey this tastes nothing like Paneras Mac and Cheese it was so gross and had zero flavor! My 1 year old wouldn’t even touch it and he loves Paneras. I would highly suggest you re-invent this recipe.

    • Rachel Gurk — December 5th, 2014 @ 9:14 pm

      Thank you for your feedback – hope you find another recipe to love.

  42. Lynn @ Order in the Kitchen — December 5, 2014 at 8:45 pm

    I for one am very glad that you posted this recipe on Facebook because it looks AHMAYZING! okay it looks AMAZING but I wanted to give you the extra emphasis 😉 I need to get me some of this, honey!

  43. Rebecca {Foodie with Family} — December 5, 2014 at 9:05 pm

    I’m not usually a big mac and cheese girl (please don’t revoke my food blogger card) but I LOVED this. I’ve made it several times now. I’m thinking that if someone has trouble with the results on this, perhaps they used the wrong cheese (because sharp and extra sharp are good, but artisan ridiculously sharp and Co-jack, for example, are kind of not so awesome in it.) I also find it interesting when folks assume it’s the fault of the recipe writer rather than some variable in their own kitchen or cooking. There are so many things that can go wrong in cooking. Why point fingers?

  44. Kirsten/ComfortablyDomestic — December 5, 2014 at 11:37 pm

    I must say that this is my “go to” quick mac and cheese recipe. You know, the one where my kids want mac and cheese, I want mac and cheese, but I really don’t feel like spending an hour making mac and cheese. This recipe is super easy and very creamy. I wonder if those that ended up with a “grainy” sauce may have used prepackaged shredded cheese? The stabilizers that are added to the bags to keep the cheese from clumping also bind the cheese while it’s melting, giving it a grainy texture in sauces.

  45. Karen+@+The+Food+Charlatan — December 6, 2014 at 1:44 am

    What is is about cheddar and dijon? It’s like magic.

  46. Elena — January 4, 2015 at 1:35 pm

    I was expecting this to take just like panera but the texture and flavor was off. The cheese sauce never with these ingredients in the correct way Panera’s does. Panera does not just use sharp cheddar, but I tried this exact recipe anyways and like I suspected, it did not taste like paneras. Wanted to like this recipe but just didn’t! I will still be on the search for Paneras.

  47. Kira — January 24, 2015 at 3:13 pm

    I followed this recipe exactly and the taste and texture were off. This tasted nothing like Panera.

  48. Laura — February 15, 2015 at 9:15 pm

    Just finished making and eating this and it was good! My six- and two-year olds both ate it up! It ended up being saucier than I expected (and very rich!) and I made it with regular orange cheddar cheese. I’d definitely make it again!

  49. Laura — February 19, 2015 at 3:07 pm

    Our Panera has a drive through too! I love it, and I steal bites from my son’s mac and cheese too, it’s so good! We’re getting a Noodles & Co soon too, I’ll have to check them out when they come to town.

    This turned out great, nice and creamy, though I had a half a block of Havarti I wanted to use up, so I subbed that in for the cheddar, it was divine!

    We did have a bit left over, and I found if you put it in a small pan, with a splash of milk (dependent on how much mac you have left) and heat it up while stirring, it returns to it’s smooth and creamy glory, no grainy texture!

  50. Erin @ Texanerin Baking — February 26, 2015 at 2:06 pm

    I was finally ready to make this until I saw the note about reheating! Thank you so much for adding that because I wanted to bring it to a new mom. 🙂

    And I had to laugh at your comment about directions for beginners. 😀 People are crazy.

  51. Christie — March 24, 2015 at 12:58 pm

    My daughter has been craving this since she was hospitalized and had no appetite. Panera mac and cheese was what got her eating again…and again and again. Anyway, I can’t keep buying it at $5/cup. In doing a little shopping around for copycat recipes, I’ve found that most contain hot sauce and a little more dijon. This surprised me. Do you know anything about this? I’m thinking less dijon and no hot sauce for my 8 and 10 yr old sounds good.

    • Rachel Gurk — March 24th, 2015 @ 1:57 pm

      Both hot sauce and dijon are only there to provide extra flavor, so you could absolutely leave them out and still get good results. 🙂 However, they’re likely in such small amounts (at least it is in my recipe) that you (and she) wouldn’t even notice it. Hope your daughter is okay!

  52. Kim — May 18, 2015 at 6:35 pm

    This may be an obvious answer but just want to double check before I try this out- when you say butter did you use salted or unsalted butter? Can’t wait to try this recipe- love love love Panera Mac and cheese but the closest one is 1.5 hours away 🙁

    • Rachel Gurk — May 18th, 2015 @ 8:36 pm

      Either way would be great! Just taste it when you’re done and add salt to your tastes. 🙂 Hope you love it!

  53. Teri — August 20, 2015 at 11:15 am

    Any ideas how to convert to crockpot version?

    • Rachel Gurk — August 21st, 2015 @ 7:23 am

      No, I’m sorry! This recipe is slightly temperamental so I think putting it in the crockpot would cause it to fail. I am working on a different crockpot mac and cheese recipe though, so stay tuned!

  54. Samantha — November 4, 2015 at 7:23 am

    Help! I made this for a company potluck but I think I added too much mustard. It’s overwhelming. It’s currently in a crockpot in the break room. Can I melt down some extra cheese to mix in and even out the flavor? Do you think that would work??

    • Rachel Gurk — November 4th, 2015 @ 9:39 pm

      I’m guessing it might be too late, sorry! 🙁 That’s a tough one to recover from – I would say more cheese and pasta…did you figure something out?

  55. Melanie — April 4, 2016 at 6:39 pm

    I had heard everyone rave about how good Panera Mac & cheese was but had never tried it myself. The nearest one is 2.5 hours away so one night I decided to find a copycat recipe. This one looked delicious so I decided to try it, and I was not disappointed! I fell in love immediately! Fast forward a couple weeks and I finally try Panera’s mac, and I find I actually like this recipe a lot more than I like theirs! I love making it, thank you!

    • Rachel Gurk — April 4th, 2016 @ 8:42 pm

      Ahhh thank you SO much! I’m so glad you had success with this recipe and love it. Thank you for taking the time to leave a comment.

  56. Sable Bearchild — April 26, 2016 at 12:25 am

    I can fix that Pan Mac-N-Cheese addiction, it’s premade & all they do is warm it, imagine the salt content!!


  1. Pingback: Pulled Pork Mac and Cheese | Nutmeg Nanny

  2. Pingback: Mac and Cheese Mania! - Rachel Cooks

  3. Pingback: 15 Fantastic Mac & Cheese Ideas | Cookertino

  4. Pingback: Top 10 Mac and Cheese Recipes | July Recipes

  5. Pingback: 20 Copycat Fast Food Recipes! -

  6. Pingback: How About Some One-Pot Pasta? | Food, Faith, and Other Fabulous Finds

  7. Pingback: Deep Dish Salted Caramel Apple Pie & A CorningWare Color Friendsgiving Giveaway! | The Domestic Rebel

  8. Pingback: 12 Copycat Recipes From Your Favorite Restaurants You Can Make at Home! ⋆ C00l Things

  9. Pingback: 27 Upgraded Mac ‘n’ Cheese To Satisfy Your Adult Taste Buds | SizzleInTheKitchen

  10. Pingback: 27 Upgraded Mac & Cheese To Satisfy Your Adult Taste Buds | SizzleInTheKitchen

  11. Pingback: Tortellini with Creamy Sun-Dried Tomato Sauce and Spinach - Rachel Cooks

  12. Pingback: Easiest Ever Baked Macaroni and Cheese - Rachel Cooks

  13. Pingback: 10 New Ways to Make Mac & Cheese - DIY for Life

  14. Pingback: Restaurant Dining at Home: 100+ Copycat Recipes ~ Mrs. HappyHatter

Leave a Comment