Panera’s Stove Top Mac & Cheese with Peas

I didn’t grow up on baked mac & cheese, I grew up on The Blue Box and I loved it. I really didn’t know any differently until college and a friend brought over a baked mac and cheese. Heavenly, I tell you.

With that being said, I actually still prefer stove top mac and cheese to a baked version. To me, it just stays creamier and that’s what I’m usually looking for. Don’t get me wrong, baked mac & cheese definitely has its place in my world but I’m usually going to gravitate towards a creamy, saucepan version. It’s just what I like.

As soon as I saw this recipe on Smells Like Home, I checked my refrigerator to make sure I had enough cheese and I set out to make it for lunch. I figured this had to be something that my picky toddler would eat and eat it he did!! He absolutely chowed down on this and so did I. It was the perfect blend of cheeses and with the addition of peas, I didn’t feel so badly about how much we both ate. 😉

I had some cheese sauce leftover after I mixed it with the full box of cooked pasta, so I just froze the remaining sauce and then made more pasta another time for an easy meal. I think the amount of cheese sauce you use just depends on taste and preference.

Panera’s Stove Top Mac & Cheese with Peas

Panera mac and cheese with peas

Printable Version

  • 16 oz. small pasta shapes
  • 4 tbsp. unsalted butter
  • ½ cup all-purpose flour
  • 2 ½ cups milk, heavy cream, or half-and-half
  • 4 oz. American cheese, chopped or torn into pieces
  • 8 oz. extra sharp white cheddar cheese, shredded
  • 2 tsp. – 1 tbsp. Dijon mustard (adjust according to preference)
  • ½ cup frozen peas
  • 1 tsp. Kosher salt
  • ¼ tsp. hot sauce

1. In a large stockpot filled with salted water, cook pasta according to package directions. Drain well.

2. While the pasta cooks, melt the butter in a 4-quart sauce pan over medium heat. When the butter has melted and has started to bubble, whisk in the flour and cook for 1 ½ minutes, whisking constantly.

3. Slowly add in the milk, whisking until no lumps remain. Reduce the heat to medium-low and cook milk mixture, whisking frequently, until it thickens and bubbles, about 8 minutes.

4. Remove sauce pan from the heat and stir in the cheeses, one handful at a time, allowing all of the cheese to melt into the sauce before adding more. Add in the peas then stir in the mustard, salt, and hot sauce.

5. Return pasta to the pot that it was cooked in and add desired amount of cheese sauce. Be sure to stir up the sauce from the bottom of the pan and thoroughly coat all of the pasta with sauce. Cook for 1-2 minutes over medium-low heat until heated through.

Slightly adapted from Smells Like Home, originally from Panera.

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