By Krista Teigen
Updated May 24, 2025

If you love Panera mac and cheese as much as I do, you need this recipe in your life. This copycat Panera mac and cheese recipe is a dead ringer for the real thing. It’s loaded with tangy white cheddar cheese that’s creamy, rich, and flavorful. I probably make this mac and cheese at least once a week—it’s that good!

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5-Star Review
“Yum! I made this for lunch today; it was quick and tasty. The sauce came together in the time it took to boil the water and cook the noodles. Great recipe!” -Nora
There was a time when I used to eat Panera Bread’s mac and cheese at least twice a week for lunch. Put it in the bread bowl, and I was done for. When I started working from home, I missed my favorite mac and cheese so much that I knew I had to figure out a way to get my fix without leaving the house. This copycat Panera mac and cheese recipe is so spot on, if I close my eyes, I can almost hear the Panera playlist in my head.
Ingredients1x2x3x
- ▢ 1 pound dry medium shell pasta (1 box), or any short pasta will work
- ▢ 6 tablespoons unsalted butter (¾ stick)
- ▢ ¼ cup all-purpose flour
- ▢ 2 cups whole milk room temperature
- ▢ 1 cup heavy cream room temperature
- ▢ 1¼ teaspoons kosher salt
- ▢ ½ teaspoon dry mustard powder
- ▢ freshly ground black pepper to taste
- ▢ 4 cups freshly shredded Vermont Cheddar cheese I used Cracker Barrel but you can use any brand
Video
Instructions
- Boil the pasta to al dente according to package directions. Drain over a colander and let cool slightly while you make the sauce. 1 pound dry medium shell pasta
- Melt the butter in a large pot over medium heat. Whisk in the flour and cook until slightly golden and no longer floury-smelling. 6 tablespoons unsalted butter, ¼ cup all-purpose flour
- Gradually pour in the milk first, then cream, while whisking continuously. 2 cups whole milk, 1 cup heavy cream
- Once the mixture starts to bubble and thicken, stir in the salt, dried mustard, and pepper. 1¼ teaspoons kosher salt, ½ teaspoon dry mustard powder, freshly ground black pepper
- Take the skillet off the heat. Then, add in the cheese and stir until completely melted and incorporated. 4 cups freshly shredded Vermont Cheddar cheese
- Add the pasta to the skillet and stir to coat. Taste, and add more salt if needed.
Becky’s Tips
- Use freshly shredded cheese for the smoothest sauce. Pre-shredded cheeses are coated in starch to prevent sticking, which makes them melt unevenly.
Nutrition information is automatically calculated, so should only be used as an approximation.
How to Make Panera Mac and Cheese Step by Step

Prepare the pasta: Cook one pound of pasta to al dente according to package directions. Drain over a colander and let cool slightly while you make the sauce.

Combine butter and flour : Melt 6 tablespoons of butter in a large pot over medium heat. Whisk in 1/4 cup of flour and cook until slightly golden and no longer floury-smelling.

Add the milk and cream : Gradually pour in 2 cups of milk first, then 1 cup of cream, while whisking continuously.

Add the seasoning: Once the mixture starts to bubble and thicken, stir in 1 1/4 teaspoons of salt, 1/4 teaspoon dried mustard, and freshly ground pepper.

Stir in the cheese: Take the skillet off the heat. Then, add in the 4 cups of cheese and stir until completely melted and incorporated.

Add the pasta: Add the pasta to the skillet and stir to coat. Taste, and add more salt if needed.

Transfer to a serving bowl: Transfer the pasta to a bowl and enjoy.
How to Store
Store leftovers in an airtight container in the refrigerator for up to 3 days or in the freezer for up to 3 months. Let thaw overnight in the refrigerator before reheating gently on the stovetop or in the microwave, stirring in more cream or milk as needed to loosen and rehydrate the sauce.
Serving Suggestions
This makes such a great side dish for any meal. When I want to make it feel like we have Panera Bread at home, I’ll serve it with a Strawberry Salad or my favorite Grilled Chicken Cordon Bleu Sandwich . But I also love it with classic meals, like hearty Turkey Meatloaf , or everyone’s favorite— Copycat Kentucky Fried Chicken !
More Mac and Cheese Recipes to Try

Chili Mac (One Pot Recipe)

Mac and Cheese Casserole

Crockpot Mac and Cheese

Chicken Mac and Cheese Soup (Macaroni Soup)

Panera Mac and Cheese Recipe
Ingredients
- 1 pound dry medium shell pasta (1 box), or any short pasta will work
- 6 tablespoons unsalted butter (¾ stick)
- ¼ cup all-purpose flour
- 2 cups whole milk room temperature
- 1 cup heavy cream room temperature
- 1¼ teaspoons kosher salt
- ½ teaspoon dry mustard powder
- freshly ground black pepper to taste
- 4 cups freshly shredded Vermont Cheddar cheese I used Cracker Barrel but you can use any brand
Instructions
- Boil the pasta to al dente according to package directions. Drain over a colander and let cool slightly while you make the sauce. 1 pound dry medium shell pasta
- Melt the butter in a large pot over medium heat. Whisk in the flour and cook until slightly golden and no longer floury-smelling. 6 tablespoons unsalted butter, ¼ cup all-purpose flour
- Gradually pour in the milk first, then cream, while whisking continuously. 2 cups whole milk, 1 cup heavy cream
- Once the mixture starts to bubble and thicken, stir in the salt, dried mustard, and pepper. 1¼ teaspoons kosher salt, ½ teaspoon dry mustard powder, freshly ground black pepper
- Take the skillet off the heat. Then, add in the cheese and stir until completely melted and incorporated. 4 cups freshly shredded Vermont Cheddar cheese
- Add the pasta to the skillet and stir to coat. Taste, and add more salt if needed.
Video
Notes
- Use freshly shredded cheese for the smoothest sauce. Pre-shredded cheeses are coated in starch to prevent sticking, which makes them melt unevenly.
Nutrition

By Becky Hardin
Published Jul 12, 2017

This Essential Grocery List is an absolute life saver for my family on the busy weeks. When I started this journey to learn how to cook, I quickly realized that the first step in cooking is having staple ingredients on hand. I want to avoid having to run out to the grocery store every single time I prepare a new recipe. Having a well-stocked pantry has made my life in the kitchen so much simpler, because when it’s time to cook, I have what I need.

Essential Grocery List
It’s so helpful to have a basic grocery list to help me remember which foods to buy at the store. This food shopping list is my go-to!
It’s better to stock up on things like grains, seasonings and spices, baking essentials, oils, condiments, canned and frozen foods, etc. so I can just grab them when I need them. These things have a long shelf life , so I keep them in my kitchen for convenience.
However, I do have to go to the supermarket sometimes, and there’s a way to make that trip easy and hassle-free: I keep a grocery list! If I go in blindly, I’ll leave with things I don’t need, and nothing that actually helps me prepare a good meal.
In the list below, I’ve compiled everything I always have on my stock-up grocery list.
I’ve got you covered! I created an easy grocery list filled with all of the essentials. Plus there’s a free printable version that you can take with you to the grocery store. It has everything you need to stock your pantry, your freezer, and your refrigerator.

Click to get my Free Printable Grocery List
What to Buy at the Grocery Store
This is the perfect grocery list filled with all the basics and essentials. It should help get you going if you’re new to cooking, or if you’re just left staring helplessly at an empty pantry and don’t know how to fill it.
When I first started cooking, things could seem overwhelming. I quickly realized that they more prepared I could be, the more confident I felt. If you already have the basics in your kitchen, then you can shop stress-free.
So print out our easy grocery list, stock up your pantry and fridge, and you’ll be cooking in no time!
Click to get my Free Printable Grocery List for the perfectly stocked pantry and freezer!
Fresh Produce
- Apples
- Bananas
- Strawberries
- Avocados
- Bell Peppers
- Carrots
- Broccoli
- Garlic
- Lemons/Limes
- Onion
- Parsley
- Cilantro
- Basil
- Potatoes
- Spinach
- Tomatoes
GRAINS
- Breadcrumbs
- Pasta
- Quinoa
- Rice
- Sandwich Bread
- Tortillas
MEAT/PROTEIN
- Chicken
- Eggs
- Ground Beef
- Sliced Turkey
- Lunch Meat
DAIRY
- Butter
- Sliced Cheese
- Shredded Cheese
- Milk
- Sour Cream
- Greek Yogurt
BAKING GOODS
- Baking powder
- Baking Soda
- Granulated Sugar
- Brown Sugar
- Flour
- Honey
- Vanilla Extract
- Dry Yeast
- Chocolate Chips
- Cocoa Powder
- Powdered Sugar
FREEZER
- Fruit and Berries
- Frozen Veggies (Corn, Peas, Broccoli, etc)
- Juice Concentrate
- Pizza or Other Convenience Meals
- Pie Crust
- Cookie Dough
CANNED/DRIED GOODS
- Chicken stock/broth
- Salsa
- Diced Tomatoes
- Jam/Jelly
- Peanut Butter
- Pasta Sauce
- Beans (Black Beans, Chickpeas, Baked Beans, etc)
- Soups
- Tuna
- Green Chiles
- Canned Veggies
- Coffee or Tea
Get more details on the best non-perishable and pantry foods
CONDIMENTS/SPICES
- Black Pepper
- Chili Powder
- Cinnamon
- Crushed Red Pepper
- Cumin
- Garlic Powder
- Ketchup
- Mustard
- Mayo
- Nutmeg
- Paprika
- Salt (Course Sea Salt and Kosher Salt)
- Soy Sauce
- Steak Sauce
- Hot Sauce/ Buffalo Sauce
- Salad Dressings
OILS/VINEGARS
- Apple cider vinegar
- Balsamic vinegar
- Coconut Oil
- Olive Oil
- Vegetable/Canola Oil
- Red Wine Vinegar
- White Vinegar
- Cooking Wine
- White Wine Vinegar
SNACKS
- Crackers
- Nuts
- Quick Oats
- Popcorn
- Tortilla Chips
- Cereal
Click to get my Free Printable Grocery List for the perfectly stocked pantry and freezer!

Click ☝🏻 for my FREE Grocery List Printable!
I hope this essential grocery list can help you buy what you need and make your home cooking so much easier!
Stock Your Kitchen
Find more ideas for your grocery list, stock up your kitchen, and print more cooking guides and charts to keep handy!

Non-Perishable Foods to Stock Up On

Frozen Vegetables to Stock Up On (and Recipes to Make)

Ultimate List of Cooking Herbs for Your Kitchen

Ultimate List of Cooking Spices for Your Kitchen

Cooking Oil 101: Types of Cooking Oils to Use

26 Types of Pasta and When to Use Them

What Fruits and Vegetables are in Season?

Meat Temperature Chart (Free Printable)

How to Meal Prep (Guide for Beginners)

Basic Cooking Measurements & Kitchen Conversion Chart
