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Noodles and Company Mac and Cheese: There’s something magical about a perfect bowl of mac and cheese. It’s the ultimate comfort food, a creamy, cheesy hug in a bowl. For years, fans of the popular chain Noodles & Company have raved about their signature Mac and Cheese.
It’s famously rich, decadent, and has a cult following for its unique, ultra-silky texture that feels both homemade and restaurant-quality. If you’ve ever wished you could make that exact dish at home, your wish is about to come true.
This copycat recipe deconstructs the iconic dish, using a classic roux and a blend of premium cheeses to capture every ounce of its creamy, dreamy perfection. Get ready to have your pasta night elevated forever.
Key Ingredients for Authentic Flavor
The secret to Noodles & Company’s version lies in two things: a proper cheese sauce base and a specific cheese blend. You won’t find any artificial cheese powder here. Instead, we build flavor from the ground up with a traditional roux (butter and flour) and a luxurious mix of sharp and mild cheeses that melt into a velvety, cohesive sauce that coats every single noodle. The pasta shape is crucial, too—elbows are traditional and perfect for trapping all that cheesy goodness.

Ingredients List
| Ingredient | Quantity |
|---|---|
| Elbow macaroni | 12 oz (340g) |
| Unsalted butter | 4 tbsp |
| All-purpose flour | 1/4 cup |
| Whole milk, warmed | 3 cups |
| Heavy cream | 1 cup |
| Shredded white cheddar cheese | 2 cups (plus extra for topping) |
| Shredded Gruyère cheese | 1 cup |
| Shredded Monterey Jack cheese | 1/2 cup |
| Dry mustard powder | 1 tsp |
| Cayenne pepper | 1/8 tsp (optional) |
| Smoked paprika | 1 tsp |
| Salt | 1 tsp (or to taste) |
| Freshly ground black pepper | 1/2 tsp |
| Panko breadcrumbs | 1 cup |
| Melted butter (for breadcrumbs) | 2 tbsp |
Helpful Tools
To achieve that restaurant-style smooth sauce and perfect bake, you’ll need a few key pieces of equipment. A large, heavy-bottomed pot is essential for cooking the pasta and making the sauce without scorching. A medium saucepan works perfectly for the roux. A whisk is non-negotiable for incorporating the flour and preventing lumps. You’ll also need a 9×13 inch baking dish, a box grater for fresh cheese (pre-shredded cheese contains anti-caking agents that can make sauces grainy), and a small bowl for toasting the panko topping.
Pro-Tips for Perfection
Warm your milk and cream before adding them to the roux. This is the #1 trick to a perfectly smooth, lump-free sauce. Cold liquid into a hot roux is a recipe for clumps. Grate your cheese from the block for the best melt.
For an even more authentic flavor profile, use a combination of white cheddar for sharpness and Gruyère for its nutty, complex notes—this is the heart of the Noodles & Company taste. If your sauce seems too thick after adding the cheese, whisk in a splash of reserved pasta water.
The starch is a magical emulsifier. For a crispy, golden topping that doesn’t get soggy, toss your panko with melted butter and a pinch of salt just before baking. And for another fantastic creamy pasta dish that’s perfect for potlucks, check out this creamy pasta salad with peas and noodles.
How to Make Noodles & Company Mac and Cheese

- Cook the Pasta: Bring a large pot of generously salted water to a boil. Cook the elbow macaroni according to package directions until al dente. Drain, reserving about 1 cup of the pasta water, and set aside.
- Make the Roux: In your large pot or a separate saucepan, melt 4 tablespoons of butter over medium heat. Once bubbly, whisk in the flour. Cook, whisking constantly, for 1-2 minutes until the mixture is lightly golden and smells nutty. Do not let it brown.
- Create the Sauce: Slowly pour in the warmed milk and heavy cream, whisking vigorously to incorporate. Continue to cook over medium heat, whisking often, until the mixture thickens and becomes smooth, about 5-7 minutes.
- Add Cheese and Seasonings: Reduce the heat to low. Gradually add the shredded white cheddar, Gruyère, and Monterey Jack cheeses, a handful at a time, whisking until each addition is fully melted and smooth before adding more. Stir in the dry mustard, cayenne (if using), smoked paprika, salt, and black pepper.
- Combine: Add the drained pasta to the cheese sauce. Gently fold until every noodle is generously coated. If the sauce is too thick, add reserved pasta water, a tablespoon at a time, until desired consistency is reached.
- Prepare Topping and Bake: Preheat your oven to 375°F (190°C). In a small bowl, combine the panko breadcrumbs with 2 tablespoons of melted butter. Transfer the cheesy pasta to your greased 9×13 inch baking dish. Sprinkle the buttery panko evenly over the top, followed by an extra sprinkle of shredded cheddar cheese.
- Bake: Bake for 20-25 minutes, or until the topping is deeply golden brown and the edges are bubbling. Let it rest for 5-10 minutes before serving. This allows the sauce to set slightly for perfect, creamy scooping.
Variations to Try
While the classic is unbeatable, this recipe is a fantastic base for customization. For a protein-packed meal, stir in 1 cup of cooked, crumbled bacon or diced ham during the final fold. Add vegetables like steamed broccoli florets, sautéed mushrooms, or roasted red peppers for a more balanced dish.
Want a spicy kick? Add a diced jalapeño to the roux or a dash of hot sauce to the cheese sauce. For a more decadent, “adult” version, swap half of the milk for a dry white wine or ale. You can also use different pasta shapes like cavatappi or shells, which are also excellent at holding sauce.

Noodles and Company Mac and Cheese
Indulge in this restaurant-quality copycat of the beloved Noodles & Company Mac and Cheese. This recipe captures the iconic rich, decadent, and ultra-silky cheese sauce by using a traditional roux base and a premium blend of sharp and mild cheeses. Baked with a golden panko topping, it is a dreamy, comforting bowl of perfection.
- Total Time: 55
- Yield: 8 servings
Ingredients
12 oz (340g) Elbow macaroni
4 tbsp Unsalted butter
¼ cup All-purpose flour
3 cups Whole milk, warmed
1 cup Heavy cream
2 cups Shredded white cheddar cheese (plus extra for topping)
1 cup Shredded Gruyère cheese
½ cup Shredded Monterey Jack cheese
1 tsp Dry mustard powder
â…› tsp Cayenne pepper (optional)
1 tsp Smoked paprika
1 tsp Salt (to taste)
½ tsp Freshly ground black pepper
1 cup Panko breadcrumbs
2 tbsp Melted butter (for breadcrumbs)
Instructions
1. Cook Pasta: Boil macaroni in salted water until al dente. Drain, reserving 1 cup of pasta water.
2. Make Roux: Melt 4 tbsp butter in a saucepan. Whisk in flour and cook 1-2 minutes until golden and nutty.
3. Create Sauce: Gradually whisk in warm milk and cream. Simmer 5-7 minutes until thickened and smooth.
4. Melt Cheese: Reduce heat to low. Whisk in all cheeses gradually until melted. Add mustard, cayenne, paprika, salt, and pepper.
5. Combine: Fold cooked pasta into the cheese sauce. Add reserved pasta water if needed for consistency.
6. Bake: Transfer to a 9×13 pan. Top with panko mixed with 2 tbsp melted butter and extra cheese. Bake at 375°F (190°C) for 20-25 minutes until golden and bubbling.
Notes
Pro-Tips:
• Use warm milk and cream when making the roux to ensure a perfectly smooth, lump-free sauce.
• Always grate your cheese from a block; pre-shredded bags contain anti-caking agents that prevent smooth melting.
• Let the dish rest for 5-10 minutes after baking to allow the sauce to set for the perfect scoop.
Variations:
• Protein Boost: Fold in 1 cup of crispy bacon bits or diced ham.
• Veggie Mix: Stir in steamed broccoli florets or roasted red peppers.
• Spicy Kick: Add a finely diced jalapeño to the roux.
- Prep Time: 15
- Cook Time: 30
- Category: Dinner
- Method: Bake
- Cuisine: American
- Diet: Vegetarian
FAQ
Can I make this ahead of time?
Yes! Assemble the mac and cheese in the baking dish (without the panko topping), cover tightly, and refrigerate for up to 2 days. Add the panko topping right before baking. You may need to add 5-10 minutes to the bake time if going straight from the fridge.
How do I reheat leftovers?
Reheat individual portions in the microwave, adding a splash of milk and stirring to revive the creaminess. For a whole dish, cover with foil and reheat in a 300°F oven until warmed through, about 20-30 minutes.
Can I make this gluten-free?
Absolutely. Use a 1:1 gluten-free all-purpose flour blend for the roux and ensure your pasta and breadcrumbs are certified gluten-free. The sauce technique remains the same.
Why is my sauce grainy?
Graininess usually comes from cheese that’s been shredded with anti-caking agents (pre-shredded bags) or from overheating the cheese. Always melt the cheese over low heat and use cheese you grate yourself from a block.
Conclusion
This copycat Noodles & Company Mac and Cheese recipe delivers on every promise: it’s indulgently creamy, has a deeply flavorful cheese blend, and boasts that perfect crispy breadcrumb topping. It’s a surefire way to bring the cozy, satisfying vibe of your favorite pasta spot right into your own kitchen. Whether it’s a weeknight dinner or the star of a potluck, this dish will disappear fast. For more delicious ideas, follow me on Pinterest.