Side Dishes
Panera Bread's macaroni and cheese copycat recipe delivers the same ultra-creamy swirls and crispy breadcrumb topping you love from the restaurant—right in your own kitchen. After analyzing the original and testing multiple batches, I've perfected this method to ensure the signature texture and flavor.
The secret lies in the cheese blend and slow cooking technique that creates those signature creamy pockets.
This recipe replicates every detail of the restaurant version, from the rich, velvety cheese sauce to the perfectly golden breadcrumb topping. Professional results don't require professional skills—just precise timing and the right ingredients.
The key is cooking the pasta al dente, then finishing it in the oven with the cheese sauce to develop that signature texture.
By the time you're done, you'll have a steaming bowl of macaroni and cheese with creamy swirls of cheddar and mozzarella, topped with crispy breadcrumbs that add just the right crunch. The aroma alone will have everyone asking for seconds. Let's create this restaurant-quality dish at home.
Perfect for family dinners, potlucks, or when you're craving comfort food without leaving home. The leftovers reheat beautifully, making this an excellent meal prep option too. Here's how to make it exactly like Panera's version.
Ingredients for panera bread macaroni and cheese copycat
Six ingredients make this restaurant-quality mac and cheese. The secret? Cheese blend and crispy topping.
| Ingredient | Amount | Notes |
|---|---|---|
| Elbow Macaroni 🍝 | 1 ½ lb | Cooked al dente, drained |
| Sharp White Cheddar Cheese 🧀 | 2 cups | Shredded, aged 12+ months |
| Mozzarella Cheese 🧀 | 1 ½ cups | Low-moisture, shredded |
| Heavy Whipping Cream 🥛 | 1 cup | Full-fat for creaminess |
| Whole Milk 🥛 | ½ cup | Warmed for smooth sauce |
| Unsalted Butter 🧈 | ½ cup | Cold, cubed |
| Panko Breadcrumbs 🍞 | ½ cup | For crispy topping |
| Parmesan Cheese 🧀 | ¼ cup | Freshly grated, fine |
| Diamond Crystal Kosher Salt 🧂 | 1 ½ tsp | Adjust to taste |
| Ground Black Pepper 🌶️ | ½ tsp | Freshly cracked |
| Garlic Powder 🧄 | ½ tsp | For subtle depth |
| Mustard Powder 🌶️ | ¼ tsp | Brightens flavor |
| Extra-Virgin Olive Oil 🫒 | 2 tbsp | For crispy breadcrumbs |
The cheese is non-negotiable. Sharp white cheddar from Gouda Cheese House or Cabot gives that tangy bite, while low-moisture mozzarella melts perfectly. If you can only find pre-shredded, toss it in a bowl with 1 tsp cornstarch to prevent clumping. The heavy cream needs to be full-fat—none of that low-fat nonsense here. For the breadcrumbs, Panko from Trader Joe's is my go-to, but any panko works. I always grab extra because it disappears fast.
No sharp cheddar? Pepper jack at half the amount adds heat. Mozzarella substitute? Fontina or Gruyère melts beautifully. The mustard powder is key—it cuts through the richness. Dijon mustard at 1/4 tsp works in a pinch. For the breadcrumb topping, Italian seasoned panko adds extra flavor. If you're feeling fancy, toast the breadcrumbs in the oven first for extra crunch. The olive oil in the topping? Don't skip it—it's what makes it crispy. Avocado oil works too if you prefer a neutral flavor.
This reheats like a dream—just add a splash of milk and microwave for 1-2 minutes. Keeps in the fridge for 4-5 days (though it won't last that long). For meal prep, make the sauce ahead and store separately. The breadcrumb topping stays crispy if you bake it fresh before serving. Double the recipe—it's always gone in one sitting. Freezes beautifully for up to 3 months, though the texture changes slightly after thawing.
Why You'll Love This Recipe
- 20-Minute Magic: I swear, the moment I melt sharp white cheddar with mozzarella in heavy cream and milk, then fold in al dente elbow macaroni, it’s like Panera’s version just walked into my kitchen. No roux, no fuss—just rich, gooey perfection in one pot.
- Cheddar-Mozzarella Dream Team: Between us, that combo of sharp cheddar and melted mozzarella is chef’s kiss. The cheddar gives it that tangy bite, while the mozzarella stretches into those little cheesy strings—like a hug in every bite. Honestly, my kids fight over the last spoonful.
- Lunchbox Hero: Between you and me, this is my secret weapon for packed lunches. Cool it overnight, portion it into containers, and it stays creamy (not soggy) for days. Throw in a few crackers or breadsticks, and suddenly you’ve got a lunch that’ll make even picky eaters smile.
- Budget-Friendly Comfort: Here’s what sold me—this recipe costs me about half of what I’d spend on Panera’s version, and I get way more. Elbow macaroni is cheap, cheddar’s a pantry staple, and the cream/milk combo stretches the cheese further. Leftovers? They’re my new favorite thing.
Step-by-step instructions for Panera Bread macaroni and cheese copycat recipe
This method delivers the signature crispy breadcrumb topping and ultra-creamy cheese swirls that make Panera's version legendary.
Cook the Elbow Macaroni to Al Dente Perfection
Bring a large pot of water to a rolling boil and add 1.5 pounds of elbow macaroni. Cook until 1 minute before the package instructions specify for al dente (usually about 10-12 minutes). This ensures the pasta holds its shape while still being tender enough to absorb the creamy sauce.
Drain the pasta in a colander and immediately rinse under cold water for 10 seconds to stop the cooking process. Shake off any excess water and return the drained pasta to the pot. This step prevents the pasta from becoming mushy when mixed with the hot cheese sauce later.
Prepare the Cheese Sauce with Ultra-Creamy Swirls
In a large saucepan, combine 1 cup of heavy whipping cream, 0.5 cup of whole milk, 0.5 cup of unsalted butter, 2 cups of shredded sharp white cheddar cheese, 1.5 cups of shredded low-moisture mozzarella cheese, 0.25 cup of freshly grated parmesan cheese, 1.5 teaspoons of diamond crystal kosher salt, 0.5 teaspoon of freshly cracked ground black pepper, 0.5 teaspoon of garlic powder, and 0.25 teaspoon of mustard powder. Reduce the heat to medium-low and stir constantly until the cheese melts completely and the sauce thickens to a smooth, velvety consistency.
Once the sauce is fully combined, remove it from the heat and immediately add the drained elbow macaroni. Stir gently to coat each strand evenly. The sauce should cling to the pasta like a silky blanket, creating those signature creamy swirls. If the sauce is too thick, add 1-2 tablespoons of warm milk to reach your desired consistency.
Assemble and Bake for the Signature Crispy Topping
Preheat your oven to 375°F. Grease a 9x13-inch baking dish with 2 tablespoons of extra-virgin olive oil and spread 0.5 cup of panko breadcrumbs evenly over the bottom. This creates a crispy base that prevents the macaroni and cheese from sticking.
Transfer the macaroni and cheese mixture into the prepared baking dish and spread it out evenly. Using a rubber spatula, create gentle swirls in the sauce to mimic the iconic Panera presentation. Sprinkle the remaining 0.5 cup of panko breadcrumbs evenly over the top, pressing down lightly to ensure even coverage.
Bake Until Golden and Bubbling
Place the baking dish on the middle rack of your oven and bake for 20-25 minutes, until the top is golden brown and the edges are bubbling. The breadcrumbs should be crispy to the touch, and the cheese should be melted and bubbly underneath.
To achieve the perfect texture, I like to broil the dish for the last 1-2 minutes on high. Watch it closely—you want the top to turn a deep golden brown, not burn. Once it reaches the desired color, remove it from the oven immediately and let it rest for 5 minutes before serving. This resting time allows the cheese to set slightly, making it easier to cut and serve.
Serve with Crispy Breadcrumbs and Creamy Swirls
Use a large spatula to gently lift the macaroni and cheese from the baking dish, creating those signature creamy swirls. Serve immediately while the breadcrumbs are still crispy and the cheese is hot and gooey. The contrast between the crispy breadcrumb topping and the ultra-creamy cheese sauce is what makes this dish so irresistible.
For an extra touch, garnish each serving with a sprinkle of freshly cracked black pepper and a few extra breadcrumbs. The combination of textures and flavors—crispy, creamy, cheesy, and slightly tangy—will transport you straight to the comfort of a Panera Bread bakery-café.
Pro Tips For Making Panera Bread Macaroni And Cheese Copycat
- Cook pasta al dente: Panera’s version relies on that perfect chewy bite—undercooked pasta gets mushy when tossed with the sauce. Boil elbows in salted water (1 teaspoon per quart) until they’re just firm to the bite—about 1 minute less than package instructions. Drain and rinse lightly with cold water (a quick shake in the colander) to stop cooking, but don’t overdo it or the sauce won’t cling.
- Shred cheese aggressively: I used to buy pre-shredded cheddar, and the sauce always looked grainy. Sharp white cheddar needs to be finely shredded—almost powdery—so it melts smoothly. Pulse it in a food processor for 10 seconds, or hand-grate it with a box grater. Mozzarella should be cut into tiny cubes (no shredding needed) to keep texture contrast.
- Temper the cream: Dumping cold heavy cream into a hot sauce will curdle it faster than you can say “lumpy mac and cheese.” Warm the cream and milk together in a separate saucepan over medium-low heat until they’re just steaming (about 80°F). Then whisk it into the cheese mixture slowly—this keeps the sauce velvety, not greasy.
- Rest before baking: The sauce needs time to thicken and flavors to meld—don’t rush it. After mixing everything in a bowl, let it sit uncovered in the fridge for 15 minutes. This cuts down on baking time and guarantees a smooth, cohesive sauce instead of a streaky mess. (Yes, even if you’re impatient like me.)
Troubleshooting your panera bread macaroni and cheese copycat
Sauce Too Thick?
If your cheese sauce thickens too quickly and becomes grainy, you're likely cooking it too fast. I've found that reducing heat to medium-low and stirring constantly prevents this. For extra insurance, whisk in 1 tablespoon of warm milk at the first sign of thickening.
If it's already grainy, remove from heat immediately and whisk in 1-2 tablespoons of heavy cream to restore smoothness. 💡
Breadcrumbs Not Crispy?
The breadcrumb topping is all about proper preparation. First, make sure your panko is evenly distributed and pressed down lightly before baking. I recommend mixing the 0.5 cup panko with 1 tablespoon olive oil before sprinkling it on top for extra crispiness.
If they still turn out soggy, broil for an additional 1-2 minutes at the end of baking, watching closely to avoid burning.
Cheese Separating?
Cheese separation usually happens when the sauce gets too hot. Keep the heat at medium-low and stir constantly to maintain a smooth texture. If you notice separation, remove the pan from heat immediately and whisk vigorously.
For extra stability, add 1 teaspoon of cornstarch mixed with 1 tablespoon of cold milk to the sauce and stir until fully incorporated. This creates a smoother, more stable sauce.
Pasta Too Mushy?
Overcooked pasta is the biggest culprit here. Cook your elbow macaroni for 1 minute less than the package instructions specify, then rinse with cold water for 10 seconds to stop the cooking process.
This ensures the pasta stays al dente and absorbs the sauce without becoming mushy. If you accidentally overcook it, drain and rinse immediately to help restore some texture.
Lumpy Cheese Sauce?
Lumps form when cheese isn't melted properly. To avoid this, shred your cheese yourself using a box grater—pre-shredded cheese often contains anti-caking agents that prevent smooth melting. For extra insurance, melt the butter and cream together first, then gradually whisk in the cheese until fully melted.
If lumps still appear, strain the sauce through a fine-mesh sieve for a silky texture. ✨
Baking Dish Sticking?
Grease your 9x13-inch baking dish thoroughly with olive oil before adding the macaroni and cheese. I also recommend spreading 0.5 cup of panko on the bottom of the dish before adding the mixture to create a crispy barrier.
If it still sticks, try using a non-stick baking dish or lining it with parchment paper for easier release. Just make sure to cut the paper before serving to avoid soggy breadcrumbs.
Nutrition facts
Frequently asked questions
Can I make this mac and cheese ahead of time?
Yes! Prepare the cheese sauce and cook the pasta up to 1 day ahead, then refrigerate both separately. When ready to serve, combine and bake fresh for 20-25 minutes at 375°F. For the crispy topping, always add breadcrumbs right before baking to maintain crunch. The sauce reheats beautifully, though the breadcrumbs will need to be added fresh.
What's the secret to getting the creamy swirls like Panera?
The swirls come from cooking the pasta al dente and mixing it with the sauce just before baking. Use a rubber spatula to create gentle swirls in the baking dish before adding the breadcrumb topping. The oven's dry heat helps set the sauce into those signature creamy pockets.
Can I substitute the sharp cheddar cheese?
If you can't find sharp white cheddar, try pepper jack (for heat) or Gruyère (for nutty depth). For a milder flavor, use white cheddar with 1/4 tsp smoked paprika. The key is balancing tangy and mild cheeses to mimic Panera's signature flavor. Always shred cheese fresh for the best texture.
Why did my breadcrumb topping turn out soggy?
Soggy breadcrumbs usually mean the sauce was too wet or the topping wasn't crisped enough. Press the breadcrumbs down firmly before baking, and mix them with 1 tbsp olive oil for extra crispiness. For best results, broil for 1-2 minutes at the end of baking, watching closely to avoid burning.
How do I make this gluten-free?
Swap the elbow macaroni for gluten-free pasta (like Barilla GF or Jovial) and use a gluten-free breadcrumb (like Bob's Red Mill GF panko). The cheese sauce remains the same, but check all seasonings for hidden gluten. For extra insurance, use a certified GF baking dish. The texture will be slightly different but still delicious!
