Panera Bread Macaroni and Cheese Copycat Recipe: Breadcrumb-Topped Creaminess You’ll Crave

Side Dishes

Panera Bread Macaroni and Cheese Copycat Recipe: Breadcrumb-Topped Creaminess You’ll Crave

This Panera Bread macaroni and cheese copycat recipe delivers the exact same creamy, breadcrumb-topped comfort you crave—no Panera trip required. I've been perfecting this version for years, and the secret lies in that perfect balance of cheddar sharpness, buttery breadcrumbs, and a sauce so rich it coats every noodle.

That first bite of crispy, golden breadcrumbs melting into velvety cheese sauce? Absolute magic.

The key to getting it right is using a blend of sharp cheddar and American cheese for that signature tangy richness, plus a touch of cream cheese for extra creaminess. The breadcrumbs?

Toasted until golden and buttery, then sprinkled on top while the mac and cheese is still bubbling—this creates that signature crunch that disappears with every forkful. It's the little details like this that make this copycat version taste identical to the original.

What you'll end up with is a bubbling, golden dish that's creamy on the inside, crispy on top, and packed with that unmistakable Panera flavor.

The cheese sauce is thick enough to cling to every noodle without being gluey, and the breadcrumbs stay perfectly crisp even after sitting for a few minutes. This is the kind of mac and cheese that disappears faster than you can say "comfort food."

Best of all, it's ready in about 30 minutes and comes together with simple pantry staples. Whether you're feeding a family or craving a solo bowl of happiness, this recipe delivers every time. Let's get cooking!

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Difficulty
Medium
🔥
Calories
High Cal

Ingredients for panera bread macaroni and cheese copycat

Six ingredients make this copycat mac and cheese taste just like Panera's—creamy, cheesy, and topped with golden breadcrumbs.

Ingredient Amount Notes
Elbow Macaroni 🍝 1 ½ lbs Medium or extra-large size preferred
Sharp Cheddar Cheese 🧀 2 cups Shredded, extra-sharp for tang
American Cheese Slices 🧀 1 ½ cups Shredded, for signature creaminess
Cream Cheese 🧈 8 oz Full-fat, softened for smooth sauce
Whole Milk 🥛 1 ½ cups Warmed for best blending
Unsalted Butter 🧈 ½ cup Melted, salt added separately
All-Purpose Flour 🌾 ¼ cup For thickening sauce
Panko Breadcrumbs 🍞 1 cup Japanese-style for extra crunch
Seasoned Breadcrumbs 🍞 ½ cup For extra flavor on top
Granulated Garlic 🧄 1 tsp For subtle garlic flavor
Onion Powder 🧅 ½ tsp For depth of flavor
Salt 🧂 1 ½ tsp Adjust to taste
Black Pepper 🌶️ ½ tsp Freshly ground preferred
Ground Mustard 🌿 ½ tsp For subtle tang
Heavy Cream 🥛 ¼ cup For extra richness

The cheese blend is everything. Sharp cheddar gives that signature tang, while American cheese delivers that melt-in-your-mouth creaminess. I grab Kraft Singles for the American—it's consistent and melts perfectly. For the cheddar, Trader Joe's or Wisconsin sharp cheddar (the kind that makes your mouth water) works best. The cream cheese? Philadelphia brand is my go-to—it blends smoother than store brands. Skip the pre-shredded cheddar (it's coated with anti-caking agents that make the sauce grainy).

No sharp cheddar? Monterey Jack at half the amount gets you close, but you'll lose that signature tang. Out of American cheese? Colby cheese works in a pinch, but it's not the same. The breadcrumbs are non-negotiable—panko gives the best crunch, but if you've got seasoned Italian breadcrumbs, those work too. The flour is just for thickening, but don't skip it—it keeps the sauce from getting gluey. For extra richness, I sometimes add a splash of half-and-half instead of heavy cream.

This mac and cheese reheats beautifully—honestly, it's even better the next day. Store leftovers in an airtight container for up to 5 days. For freezing, portion into individual servings and freeze for up to 3 months. Pro tip: Sprinkle a little extra breadcrumb topping on each portion before freezing—it keeps the top crispy when reheated. Make a double batch; it disappears faster than you can say "comfort food."

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Why You'll Love This Recipe

  • Here’s what sold me: the sharp cheddar’s tang cuts through the creamy American cheese, while the crispy edges on the macaroni? Chef’s kiss. It’s rich but not heavy—like a hug in a bowl.
  • No-Bake Cheese Magic: I swear by this—just melt cheddar, cream cheese, and American slices in milk until it’s silky smooth, then fold in the pasta. No stovetop babysitting, no burning the bottom. That’s the power of the microwave method.
  • Creamy Crunch Combo: Here’s what sold me: the sharp cheddar’s tang cuts through the creamy American cheese, while the crispy edges on the macaroni? Chef’s kiss. It’s rich but not heavy—like a hug in a bowl.
  • Lunchbox Hero: Between us, this is my go-to for school lunches or office meals. The slices stay warm for hours, and the kids (or my coworkers) will actually eat it. Pack it cold or reheat—either way, it’s a win.

Step-by-step instructions for Panera Bread macaroni and cheese

Here's how to recreate that signature Panera texture and flavor at home.

1

Cook the Elbow Macaroni to Perfect Al Dente

Bring a large pot of water to a rolling boil and add 1.5 lbs elbow macaroni. Stir immediately to prevent sticking. Cook for 11-12 minutes until the pasta is 1 minute shy of package directions—it should be tender but still have a slight bite. This ensures it finishes cooking in the creamy sauce without becoming mushy.

While cooking, taste a piece of pasta—it should be firm to the bite with a tiny white center. Drain the pasta in a colander but do not rinse—the starch helps the sauce cling beautifully. Transfer the drained pasta to a large mixing bowl and set aside. Here's the thing—this al dente step makes all the difference between good mac and cheese and restaurant-quality mac and cheese.

2

Make the Ultra-Creamy Cheese Sauce

In the same pot you cooked the pasta, melt 0.5 cup unsalted butter over medium heat. Once melted, whisk in 0.25 cup all-purpose flour to create a roux. Cook for 1-2 minutes until the mixture smells nutty and turns a light golden color—this removes the raw flour taste and thickens the sauce.

Slowly pour in 1.5 cups warmed whole milk while whisking constantly to prevent lumps. Bring the mixture to a gentle simmer and cook for 3-4 minutes until it thickens enough to coat the back of a spoon. In a separate bowl, combine 2 cups shredded sharp cheddar cheese, 1.5 cups shredded American cheese slices, 8 oz softened cream cheese, 0.25 cup heavy cream, 1 tsp granulated garlic, 0.5 tsp onion powder, 0.5 tsp ground mustard, 1.5 tsp salt, and 0.5 tsp black pepper. Gradually add this cheese mixture to the hot milk mixture while whisking vigorously.

3

Combine Pasta and Sauce for Maximum Creaminess

Add the cooked elbow macaroni to the cheese sauce and stir gently but thoroughly to coat every strand. The sauce should look thick and glossy, with no dry pasta spots. If the sauce is too thick, add 1-2 tablespoons of reserved pasta water at a time until it reaches a smooth, creamy consistency that clings to the pasta. This is where the magic happens—you want each bite to be rich and velvety.

Transfer the macaroni and cheese to a 9x13-inch baking dish and spread it out evenly. Here's the trick—don't press down on the pasta or you'll lose that perfect creamy texture. The goal is to create an even layer that will bake beautifully.

4

Create the Signature Crispy Topping

In a small bowl, mix together 1 cup panko breadcrumbs, 0.5 cup seasoned breadcrumbs, and 1 tsp granulated garlic. Sprinkle this mixture evenly over the top of the macaroni and cheese, pressing down very lightly with the back of a spoon to help it adhere. The breadcrumb topping should look golden and inviting—this is what gives Panera's version its signature crunch.

Bake at 375°F for 20-25 minutes until the top is deep golden brown and the edges are bubbling slightly. The key is to watch closely in the last few minutes—you want a crispy, caramelized crust that contrasts perfectly with the creamy interior. Let it rest for 5 minutes before serving to allow the flavors to meld completely.

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Pro Tips For Making Panera Bread Macaroni And Cheese Copycat

  • Cook pasta al dente: DESCRIPTION: Panera’s version relies on that just-right texture—no mushy elbows. Taste a piece at 2 minutes shy of package time, then finish cooking. I learned this the hard way when I overcooked mine and ended up with gluey, sad pasta.
  • Shred cheddar aggressively: DESCRIPTION: Skip the pre-shredded stuff—it’s coated with anti-caking agents that make the sauce grainy. Use a box grater or food processor for sharp cheddar, then pulse the American cheese slices into tiny cubes. Trust me, your sauce will be smoother.
  • Melt cheese low and slow: DESCRIPTION: High heat turns the sauce into a sad, clumpy mess. Once the milk and cream cheese come to a simmer, drop the heat to low and let the cheddar melt in gradually. Stir constantly—this isn’t the time to walk away.
  • Add breadcrumbs last: DESCRIPTION: Tossing them in too early makes the casserole dense. Instead, sprinkle them on top right before baking, then broil for 2-3 minutes until golden. Sounds weird, but it works—your mac and cheese will have that perfect crispy crust.

Wine and beer pairings for these flavors

Creamy White Wine

Panera's mac and cheese pairs beautifully with a Chardonnay that has just a touch of oak—think California or Oregon varieties. I love a Meiomi Pinot Grigio from California, which balances the richness with crisp acidity. The slight buttery notes complement the creamy cheese sauce perfectly. 🍷

Crisp Lager

A crisp American lager like Bud Light Platinum or Miller Lite cuts through the richness without overpowering the dish. The clean, light flavor refreshes your palate between bites. For a craft option, try a Belgian witbier like Hoegaarden—its citrusy notes add a nice contrast to the cheesy goodness. 🍺

Malty Amber Ale

If you prefer beer, an amber ale with caramel and biscuit notes works wonderfully. I recommend Fat Tire Amber Ale—its balanced maltiness and subtle hoppiness stand up to the cheesy richness. The caramel undertones remind me of the toasted breadcrumbs on top. 🍻

Creamy Dessert Wine

For a dessert wine pairing, try a Moscato d'Asti—its sweet, fizzy profile contrasts beautifully with the salty, cheesy flavors. The effervescence cleanses your palate, making each bite of mac and cheese feel fresh and indulgent. 🍇

Non-Alcoholic Options

Don't drink alcohol? A sparkling apple cider like Martinelli's adds a festive touch without overpowering the dish. For something more savory, try a ginger beer—the spicy kick balances the richness perfectly. Both options work great with the creamy, cheesy flavors. 🍎

Coffee Pairing

After dinner, a bold dark roast coffee like Starbucks Sumatra cleanses your palate and complements the cheesy richness. The bitterness of the coffee balances the fat in the mac and cheese, making it a perfect pairing for a cozy meal. ☕

Nutrition facts

Servings 6
Amount Per Serving
Calories 680kcal
% Daily Value *
Total Fat 42g54%
Saturated Fat 26g130%
Cholesterol 210mg70%
Sodium 1250mg54%
Total Carbohydrate 58g20%
Dietary Fiber 2g8%
Sugars 8g
Protein 32g64%
* Percent Daily Values are based on a 2,000 calorie diet. Your daily values may be higher or lower depending on your calorie needs.

Frequently asked questions

1

Why does Panera's mac and cheese have that perfect breadcrumb topping?

The secret lies in toasting the breadcrumbs first! Panera uses a mix of panko and seasoned breadcrumbs, lightly toasted in butter until golden. This creates that signature crunch that melts into the creamy cheese sauce. The key is pressing them gently onto the hot dish right before baking—this ensures they stay crispy while the cheese underneath stays velvety.

2

Can I make this recipe without cream cheese?

You can substitute it, but you'll lose that signature ultra-creamy texture. Try blending 1 cup sour cream with 1/4 cup milk for a similar effect, or use an extra 1/2 cup shredded American cheese for richness. The cream cheese is what gives Panera's version that luxurious mouthfeel—it's worth tracking down for the authentic experience.

3

How do I fix a sauce that's too thick or too thin?

For a thick sauce, stir in 1-2 tablespoons of reserved pasta water until smooth. If it's too thin, mix 1 tablespoon flour with 1 tablespoon cold water, then whisk it into the sauce. The goal is a consistency that clings to the pasta without being gluey—think "thick pudding" rather than "liquid soup."

4

Can I make this gluten-free?

Use gluten-free elbow macaroni and swap the breadcrumbs for gluten-free panko or crushed gluten-free crackers. The cheese sauce recipe remains the same—just ensure all your cheeses are certified gluten-free. For extra crunch, toast the gluten-free crumbs in butter with a pinch of garlic powder before topping.

5

What's the best way to reheat leftovers?

Cover the dish with foil and bake at 350°F for 15-20 minutes until heated through. For microwave reheating, cover with a damp paper towel and zap for 1-2 minutes on high. The key is to keep the breadcrumb topping crispy—adding a few extra crumbs before reheating helps maintain that perfect texture.

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Categories Side Dishes