Copycat Panera Bread Mac & Cheese Recipe

This copycat Panera Bread Mac & Cheese is, in my family’s opinion, even better than the real Panera menu item—and a whole lot cheaper!

mac n cheese white cheddar yellow bowl

This homemade version is smooth and creamy with a heavenly texture, thanks to a secret ingredient— Velveeta, but only a very small amount.

I promise, your people will go nuts for this Mac & Cheese. Just don’t mention the V-word. It’ll be our little secret.

I took a moment to make an online visit to the Panera Bread nearest to me. I made an (incomplete) online order for pickup: One large Mac & Cheese. That’s all, one item only. Here is the check out tab: $11.99 + $1.03 tax + $2.40 tip = $15.42. Lock eyeballs with that total for a moment.

Ganted the large size Panera mac n’ cheese could possibly feed two (its portion size is two cups), even so, the raging out of control cost to eat out still brings tears to my eyes.

A bowl of copycat mac & cheese
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3.80 from 5 votes

Copycat Panera Mac and Cheese

This Copycat Panera's Mac and Cheese is, in my family's opinion, even better than Panera. It's smooth and creamy with a heavenly texture, thanks to a secret ingredient— Velveeta, but just a very small amount. I promise you, people will go nuts for this Mac & Cheese. Just don't mention the V-word. It'll be our little secret.
Prep Time15 minutes
Cook Time15 minutes
Total Time30 minutes
Course: Main Course, Side Dish
Cuisine: American
Servings: 8 (1-cup servings)
Calories: 655kcal


  • 1 pound pasta, cavatappi, elbow, shells
  • ¼ cup butter
  • ¼ cup all-purpose flour
  • 1 cup evaporated milk, or any milk except skim
  • 2 cups heavy cream
  • 8 ounces sharp white cheddar, shredded See NOTE 1
  • 2 ounces Velveeta, cubed
  • ½ teaspoon salt, more or less to taste
  • ½ teaspoon black pepper, ditto
  • 1 teaspoon dry mustard powder


  • Cook the pasta according to package instructions making sure to salt the water. Retain about 1 cup of the pasta water, then drain the pasta and set aside.
  • Set a large pot over medium high heat. Add butter and allow to completely melt. Add the flour and whisk vigorously until fully incorporated. Cook for one full minute.
  • Reduce the temperature to medium. Pour in the milk, heavy cream, salt, dry mustard, and pepper. Continue whisking until it begins to bubble. Reduce temperature to Low and add the grated white cheddar and Velveeta cheeses. Stir until melted and fully incorporated.
  • Add the cooked pasta, gently stirring until combined.
  • Remove from the heat and allow to sit for 5 minutes, as it thickens. If it gets too thick, return to Low heat, adding pasta water a couple of tablespoons at a time while stirring gently until it is just perfect. Taste to check for seasoning. Add more salt and pepper as desired.
  • Enjoy!


I use Costco's English Coastal Cheddar, but any good, sharp white cheddar will do.


Calories: 655kcal | Carbohydrates: 52g | Protein: 20g | Fat: 41g | Saturated Fat: 25g | Cholesterol: 139mg | Sodium: 545mg | Potassium: 320mg | Fiber: 2g | Sugar: 6g | Vitamin A: 1482IU | Vitamin C: 1mg | Calcium: 381mg | Iron: 1mg
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3 replies
    • Mary Hunt says:

      I’ve never tried that but if I did, I think I would top it with some buttery breadcrumbs first. And test a small portion in a ramekin to avoid spoiling the entire recipe if it doesn’t work out. Be sure to share your outcome if you give it a try!


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