Popeyes mac and cheese is a rich, baked macaroni and cheese with a creamy sharp cheddar and Gouda sauce, a hidden layer of melted cheese in the middle and a bubbly, golden cheese crust on top. This copycat starts with a simple butter and flour roux, milk and cream, then layers the saucy pasta with more cheese in a 9-by-13-inch dish and bakes it. It is ready in 45 minutes and serves 10. It is a home recipe in the style of the fast-food side, not the restaurant’s own formula.
How to make Popeyes mac and cheese: Cook 1 pound of elbow pasta. Mix 4 cups of shredded sharp cheddar with 2 cups of Gouda. Make a roux of butter and flour, whisk in 2 cups of milk and 1 cup of cream until thick, then melt in 3 cups of the cheese with the seasonings. Toss with the pasta, layer in a buttered dish with the remaining cheese and bake at 350°F for 15 to 20 minutes.
Why You’ll Love It
- Three layers of cheese. In the sauce, in the middle and on top.
- Creamy, not dry. A real cheese sauce coats every elbow.
- A golden crust. The top bakes until bubbly and browned.
- Feeds a crowd. A full pound of pasta in one big dish.
- Holiday-ready. A natural for Thanksgiving, Sunday dinner or a cookout.
Ingredient Notes
Elbow pasta. One pound.
Butter. A 1/2 cup for the sauce, 2 tablespoons to toss with the drained pasta and a little more to grease the dish.
All-purpose flour. A 1/2 cup. With the butter, it thickens the sauce.
Milk and heavy cream. Two cups of milk and 1 cup of cream.
Sharp cheddar. Four cups, shredded. It brings the tang.
Gouda. Two cups, shredded. It melts smoothly and adds a mild, buttery note.
Seasonings. A teaspoon of salt, a teaspoon of garlic powder and a 1/2 teaspoon each of black pepper and paprika.
Ingredients
- 1 pound elbow pasta
- 1/2 cup butter, plus 2 tablespoons for the pasta and more for the dish
- 1/2 cup all-purpose flour
- 2 cups milk
- 1 cup heavy cream
- 4 cups sharp cheddar cheese, shredded
- 2 cups gouda cheese, shredded
- 1 teaspoon salt
- 1/2 teaspoon ground black pepper
- 1 teaspoon garlic powder
- 1/2 teaspoon paprika
How to Make Popeyes Mac and Cheese
1. Prepare the oven and dish. Heat the oven to 350°F. Grease a 9-by-13-inch baking dish with butter.
2. Cook the pasta. Cook the pasta in boiling salted water until just al dente. Drain and stir in 2 tablespoons of butter.
3. Divide the cheese. Mix the shredded cheddar and gouda. Set aside 3 cups for the sauce, 1 1/2 cups for the middle layer and 1 1/2 cups for the topping.
4. Make the roux. Melt the 1/2 cup of butter in a large saucepan over medium heat. Whisk in the flour and cook, whisking constantly, for 1 to 2 minutes.
5. Make the cheese sauce. Gradually whisk in the milk and cream and cook until the sauce thickens. Remove the pan from the heat. Stir in the salt, pepper, garlic powder, paprika and the 3 cups of cheese set aside for the sauce, until the cheese is melted and the sauce is smooth. Mix with the drained pasta.
6. Layer the dish. Spread half the pasta in the prepared dish and sprinkle with the cheese saved for the middle. Add the remaining pasta and cover with the last of the cheese.
7. Bake and serve. Bake for 15 to 20 minutes, until bubbly and golden brown on top. Check that the center reaches 165°F with a food thermometer before serving. Serve right away.
Where Does All the Cheese Go?
The cheese is the heart of this dish, and how you divide it is what turns a pot of stovetop macaroni into a baked one with a crust. Mix the cheddar and Gouda together first, then split the bowl three ways.
| Portion | Amount | What it does |
|---|---|---|
| Sauce | 3 cups | Melts into the hot milk and cream to make the creamy base |
| Middle layer | 1 1/2 cups | A hidden band of melted cheese between the two layers of pasta |
| Topping | The same again | Bakes into the bubbly, golden crust |
If you stir all of the cheese into the sauce, you get a very thick stovetop mac and cheese, and nothing is left to brown. Holding half of it back is what gives the stretchy middle and the baked top.
Baked or stovetop?
Baked. Some copycats stop at the saucepan and serve the coated macaroni as it is. Here the dish gets a short time in the oven, only long enough to melt the layers and color the top. The pasta and sauce are already cooked, so a long bake would only dry them out.
Tips for Success
Why cook the pasta only to al dente?
It keeps cooking in the hot sauce and again in the oven. Pasta that starts soft ends up mushy.
Why butter the drained pasta?
A little butter keeps the elbows from sticking together while you make the sauce.
Why take the pan off the heat before adding cheese?
Cheese added to a boiling sauce can turn grainy and oily. Off the heat, it melts gently and stays smooth.
Should I shred my own cheese?
Yes, if you can. Cheese shredded from a block melts more smoothly than the bagged kind, which has a coating to keep it from clumping.
How do I avoid lumps in the sauce?
Add the milk and cream slowly, whisking the whole time, and let each addition blend in before you pour more.
How do I know it is done?
The edges bubble, the top is golden, and a thermometer in the center reads 165°F.
Storage and Reheating
Refrigerate leftovers within 2 hours, in shallow, covered containers, and use them within 3 to 4 days. Reheat to 165°F in the oven or microwave, with a splash of milk stirred in to loosen the sauce. Cream sauces do not always freeze well, so this dish is at its nicest fresh or from the fridge.
What to Serve With It
This is the side dish for fried chicken, barbecue and holiday ham. For more mac and cheese, try the good ole fashion mac and cheese, the chicken broccoli macaroni and cheese with bacon or the lobster, crab and shrimp macaroni and cheese. For a main dish to go with it, there is the 3-ingredient slow cooker cream cheese chicken, the slow cooker Swiss cheese chicken or a pan of cream cheese chicken enchiladas.
Frequently Asked Questions
Is this copycat baked with a cheese topping or served straight from the stovetop?
Baked, with a layer of cheese in the middle and another on top.
How much of the cheese goes in the sauce, middle layer and topping?
Three cups in the sauce, 1 1/2 cups in the middle and the same amount on top.
Does Popeyes currently sell mac and cheese?
I cannot confirm the current menu. Check with your local restaurant.
Can I use other cheeses?
Sharp cheddar and Gouda are used here. Any good melting cheese can stand in for the Gouda, and the flavor will change with it.
Final Notes
I shred and divide the cheese into three bowls before the pasta water boils, so nothing is rushed at the stove. If you make it, leave a comment to tell me how it turned out or ask a question.
Popeyes Mac and Cheese
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Ingredients
- 1 pound elbow pasta
- 1/2 cup butter for the sauce; plus 2 tablespoons for the drained pasta and more for greasing the dish
- 1/2 cup all-purpose flour
- 2 cups milk
- 1 cup heavy cream
- 4 cups sharp cheddar cheese shredded
- 2 cups gouda cheese shredded
- 1 teaspoon salt
- 1/2 teaspoon black pepper ground
- 1 teaspoon garlic powder
- 1/2 teaspoon paprika
Instructions
- Heat the oven to 350°F. Grease a 9-by-13-inch baking dish with butter.
- Cook the pasta in boiling salted water until just al dente. Drain and stir in 2 tablespoons of butter.
- Mix the shredded cheddar and gouda. Set aside 3 cups for the sauce, 1 1/2 cups for the middle layer and 1 1/2 cups for the topping.
- Melt the 1/2 cup of butter in a large saucepan over medium heat. Whisk in the flour and cook, whisking constantly, for 1 to 2 minutes.
- Gradually whisk in the milk and cream and cook until the sauce thickens. Remove the pan from the heat. Stir in the salt, pepper, garlic powder, paprika and the 3 cups of cheese set aside for the sauce, until the cheese is melted and the sauce is smooth. Mix with the drained pasta.
- Spread half the pasta in the prepared dish and sprinkle with the cheese saved for the middle. Add the remaining pasta and cover with the last of the cheese.
- Bake for 15 to 20 minutes, until bubbly and golden brown on top. Check that the center reaches 165°F with a food thermometer before serving. Serve right away.
Notes
Nutrition
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