Last Monday our power went out and Juliet and I got locked out of our house (I didn’t have the front door key and the garage door wouldn’t open). We were both hungry and needed dinner asap so we stopped at Panera. Let’s just say I’ve never seen Juliet eat so much or so fast as when I witnessed her have Panera mac and cheese. Whoa. I was like, “slow down honey! Chew good!”, I was worried she would choke she was shoveling it in so fast.

I had a few bites too and damn, it was good. But pretty salty. I hoped I would be able to find a recipe to re-create at home, but with much less salt and any extra unnecessary additives.

Luckily with a little help from Pinterest I was able to find an awesome recipe.


This was arguably even better than the original. No matter what you do, mac and cheese is an indulgent dish, and this recipe is even more so. It’s made with milk, butter, heavy cream and white cheddar. So it’s not a meal you want to make often (well, you’ll want to eat it often, but your thighs will appreciate some restraint here) but it’s great for a special meal every so often. And if you have little ones, they will definitely clear their plates with this meal.

I made this dish on Sunday evening for my whole family. We had BBQ ribs, BBQ chicken, cucumber salad and this mac and cheese. So food styling was a bit out of the question as I literally had 3 minutes to snap a few photos before setting the dish down for my family to devour.

Is there anything better than creamy, rich mac and cheese?!

5.0 from 1 reviews
copy-cat panera mac and cheese
  • ¼ cup unsalted butter
  • ¼ cup all-purpose flour
  • 1 cup milk (I used whole milk)
  • 2 cups heavy cream
  • 2 cup shredded white cheddar
  • ½ tsp kosher salt
  • ½ tsp black pepper
  • 1 tsp dry mustard
  • 1lb, pasta, cooked (I used medium shells)
  1. Cook pasta according to package directions while making the sauce. Drain and set aside until ready to use.
  2. In a large pot on medium high heat, add butter until melted. Whisk in the flour and cook for about one minute. Reduce heat to medium and add milk, heavy cream, salt, dry mustard and pepper. Continue whisking until it begins to bubble. Reduce to low and add white cheddar. Stir until melted. Add cooked pasta, stirring until combined. Remove from heat and allow to sit about 5 minutes to thicken. Season with additional salt and pepper if desired.