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!

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!

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.

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.

Save yourself some money and enjoy this copycat Panera mac and cheese at home!
Copycat Panera Mac and Cheese (one pan!)

Ingredients
- 2 cups uncooked medium shell pasta
- 2 and 1/2 cups whole milk (MUST be WHOLE milk for this recipe to work)
- 1/2 teaspoon salt
- 1/4 teaspoon dijon mustard
- 1 tablespoon butter
- 1 cup freshly grated extra sharp white cheddar (4 ounces) – do not use pre-grated
Instructions
- Rinse uncooked pasta under cold water.
- 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).
Notes
- Using store-bought grated cheese instead of freshly grated cheese could cause this recipe to fail because of the additives (anti-clumping agents) in grated cheese.
- Using milk that has a lower fat percentage than whole milk will also likely cause this recipe to fail and the milk to curdle.
Video
Nutrition
Nutrition information is automatically calculated, so should only be used as an approximation.













I want to do this with a whole pound of past so do I just double the recipe?
That should work fine. :)
Tried this and was disappointed. At the 15 min mark of cooking the pasta was nowhere near done and even at 20 min the pasta was still to tough. The final outcome was rather party, bland and tasteless and even though I took care not to over heat the milk I found it to have a slight sour undertone not connected to the sharp cheddar flavor which was nonexistent.
Any advice on portion changes or increasing flavor would be appreciated.
How low did you have your heat? It’s kinda of a dance to find the perfect heat, but the pasta should cook in the time as outlined in the recipe. What type of pasta did you use? Did you use pre-shredded cheese? This recipe is a little temperamental, but it is delicious!
So you don’t boil the pasta in water ? You put it with ingredients uncooked ? I cooked it first and think I messed up! Oops.
Yes, sorry…the pasta cooks right in the milk…it goes in uncooked.
What brand of sharp cheddar cheese do you use? I tried an artisan cheese recently, and it was too much.
I like Tillamook or Cabot, personally. :)
Have you found a way to reheat it without its becoming grainy?
This recipe is really best eaten right away, sorry!
does NOT taste like Panera at all! My boyfriend and I cook all the time and we were so excited to find this recipe, we followed it exactly but it’s just your ordinary homemade Mac ):
Thanks for your feedback! Many people think this is a great copycat, sorry you don’t feel the same!
I must have did something wrong. My milk curdled. :( why does my milk always curdle when I try to do a creamy mac and cheese!? Ugh. I’ll try it again next time, very discouraged at the moment. Yours looks so creamy!!
Milk and heat can be such a temperamental combination! It works best with higher fat percentage, I’d recommend 2% or whole. It’s definitely tricky! Next time don’t put the heat so high and keep stirring! :)
This was excellent, …. AFTER I used Wisconsin White Cheddar (Cabot’s), and I also added some roughly chopped Portobello mushrooms.
Sounds divine! Thanks for taking the time to come back and leave your feedback!
I love this pasta at Panera and can’t wait to try and recreate it! Question, could you cook the noodles first then make the sauce in another pan and combine them or should they all be cooked together? Thanks!
I’ve never tried it like that but if you try it, let us know how it turns out! I personally love only having to get one pan dirty. ;)
Anytime I’ve done this one-pot technique for a pasta dish, I’ve been thoroughly disappointed. The excessive starchiness adds a blandness and an unappealing texture. I much prefer cooking pasta separately for these types of dishes. Just my opinion, of course.
To each their own!
also, let me add Rachel, thatIi will try this again. It has true potential. Maybe my magical mac-and-cheese making powers are off. If I trying maybe some day my dreams will come true. Might I also add that I think the sauce needs another cheese, to really heighten the flavor. Au revoir my friend!!!!
As I scrolled through the endless copy-cat recipes, I was dazzled when I gazed upon this recipe. Hope sliced through my body as I printed this recipe out. If this worked I would finally become a superhero. Imagine the endless crowds of civilians lining up to taste my decadent mac-and-cheese. I would be the talk of the crowd, the ones the kids whisperd about at school. I blissfully printed out my masterpiece. Eagerly I took out the ingredients,” How could this go wrong?’ I asked myself. I washed the dry morsels of 99 cent shells and added my whole milk. Next came the dijon mustard (which I measured out perfectly) that slid ever so gently off my spoon. I sprinkled in the salt, which danced through the mixture, like a graceful ballerina. Now all I had to do was wait. Stirring ever so often, making sure my mixture wouldn’t stick. After 15 minutes of waiting the noodles still seemed andante, but with courage I trudged through this minor setback. Now at the 20 minute mark, my once creamy sauce, was a thick beige paste. What did I do wrong? All I did was follow the recipe! Sobbing silently, I tried to add some more milk, which looked good for a sheer moment, but then was whisked away like a fall breeze. The only thing I could do now was try. I added my cheese, then waited. The minutes felt like hours as I sat. Now opening up the pot, I plopped this creature of a dish , onto my plate. Slowly and carefully I bit down on my mac-and-cheese. It was gray and tasteless To my dismay this whole endeavor turned out terrible. I will never get to live out my fantasies.