Panera-esque Macaroni and Cheese


Suddenly it has become a little bit more like fall in the Midwest-the nights are chilly, the early mornings seem a little darker, and I’m craving all sorts of things in the realm of comfort food.? Just kidding….I totally made this macaroni and cheese mid-August, hot and humid, and?completely?because I had seen Tara and then Annie post this recipe, and I was dead set on making some of my own.? Who needs a reason to make macaroni and cheese?? I certainly don’t.

I went all out here, folks.? It’s a “in moderation” type of thing (except for the part where I ate the leftovers religiously for the next three leftovers ever.)? This isn’t a recipe to make when you are trying to fit into a bathing suit in a few weeks (yay for fluffy sweatshirts and layering.)? But, it’s a good, all-around dish to come home to.

As for the leftovers, this is what I did.? I slowly reheated them in a saucepan over low heat, with added milk each time I reheated it.? I found it made the dish more creamy and avoided the dreaded macaroni and cheese reheat greasiness that I despise.

Use whatever type of cheese you can get your hands on.? I couldn’t find white American cheese (although I really wanted to), so I just used the orange American cheese from a local creamery.? And then I added in some sharp white cheddar for a little pop with some smoked sea salt to balance it all out.? In the way of seasonings, this dish is pretty forgiving, so throw in whatever you like.

It’s like Panera’s, I promise.? That creaminess and soft cheese flavor is there.? Holy Heaven.

Panera-esque Macaroni and Cheese

Servings: about 6-8


16 ounces cavatelli pasta, or whatever pasta you like

4 tablespoons unsalted butter

1/3 cup flour

1 and 1/4 cups heavy cream

1 and 1/4 cups whole milk

4 ounces American cheese, chopped

8 ounces sharp white cheddar cheese, shredded

1 teaspoon Dijon mustard

1 teaspoon smoked sea salt



1. In a medium pot, cook the pasta according to package directions and drain, reserving about 1/4 cup of the pasta water (you may or may not have to use this, depending on how thick and creamy you like your mac and cheese.? *Go ahead and start your cheese sauce at this point to save time.

2. Meanwhile, melt the butter in a large saucepan over medium heat.

3.? Once the butter is melted and bubbling, add the flour and whisk, constantly, for about 1-2 minutes.

4.? Slowly add the cream and then the milk, whisking constantly until smooth.

5. Decrease the heat to medium-low and let the mixture simmer, whisking frequently (make sure you get the bottom of the pan really well…..) until the mixture is thickened and smooth, about 8-10 minutes.

6. Remove the saucepan from the heat and add the cheeses, stirring until smooth.

7. Add the mustard and the salt and stir until thoroughly combined.

8. Return the saucepan to the heat and carefully?add in the pasta, mixing until thoroughly combined.

9. Let the mixture cook through completely, about 1-2 minutes, then serve immediately.


Sources:? Slightly adapted from Smells Like Home and Annie’s Eats.

September 20, 2012 - 6:02 am

branny - THAT first picture is wonderful

September 20, 2012 - 9:26 am

Claire - Yum! I can’t wait to try this. ?? Perfect fall food!

September 20, 2012 - 6:39 pm

Ashley @ Wishes and Dishes - I love panera mac and cheese! I love ANY mac n cheese, who am I kidding ?? Looks great!

September 20, 2012 - 9:26 pm

Ann P. - That looks heavenly!! I’ve got to admit that whenever I go to panera, I always order the French onion soup and a sandwich, so I’ve never tasted their mac and cheese before. But no matter! now i can just make it at home ??

September 21, 2012 - 3:28 am

panera-esque mac and cheese made at home. | Cooking Pics - […] panera-esque mac and cheese made at home. /* […]

September 25, 2012 - 5:00 am

The Curvy Carrot » Cheesy Corn Chowder - […] love that I am posting a cheesy soup right after a macaroni and cheese recipe.? Are you sensing a theme here?? I think it’s the swift transition into sweatshirt […]

September 26, 2012 - 4:12 pm

Stephanie @ Macaroni and Cheesecake - This looks phenomenal! I haven’t tried panera’s mac & cheese but this looks so comforting and creamy! And your photos are gorgeous!

October 3, 2012 - 10:28 am

Bridget@MrsGreenJeans - I love mac n cheese! I haven’t found many recipes that turn out great. The cheese always ends up grainy. Although I have found my perfect go to recipe from Pink Parsley. I tried this recipe awhile ago but I must use cheese that isn’t so overwhelming. I think I’ll give this a try again! Thanks for sharing

October 3, 2012 - 10:35 am

srlacy - I love Pink Parsley! (nice choice!)

January 7, 2013 - 8:20 am

linda - what happens if you use only milk instead of the heavy cream? I can feel the pounds pouring on as I read just that ingredient! My youngest is a HUGE fan of Panera Mac&Cheese so I am sure this will find a way onto our table soon ??

January 7, 2013 - 11:57 am

srlacy - Hi Linda-

You can substitute milk in for the cream, too. It may not be as creamy as the original version, but I bet it would still taste good.

February 4, 2013 - 2:29 am

Jaime - Oh my goodness, this looks so yummy. I am a cheese-aholic & seem to be forever on the search for the perfect mac & cheese. Going to try this one for sure!

March 17, 2013 - 3:42 am

macaroni, cheese, milk,Dijon,food - […] Original entry (full recipe):?thecurvycarrot […]

March 17, 2013 - 9:38 pm

Jessica - I was just wondering how this is without the flour?

March 29, 2013 - 2:20 am

Roberta West - You had me at Mac-n-cheese! Guess what’s for dinner tonight!?!

April 28, 2013 - 7:23 pm

Panera-esque Macaroni and Cheese - […] source: ? […]

August 19, 2014 - 12:06 am

Jen - Dear lord, I just got around to making this. It is easy and yes, it tastes as good if not better than paneras Mac n cheese. Unbelievably creamy… Thanks again for a killer recipe!

November 30, 2014 - 8:09 pm

Erin - I’m a very picky macaroni and cheese eater .. Panera Bread’s version has been the only one that I LOVE. I just made this and it is EXACTLY like Panera’s .. oh happy day!