Mac and Cheese Soup is a hearty and filling main dish soup with all of the flavors of our favorite homemade mac and cheese recipe!

This is an extra thick and creamy cheese soup filled with elbow macaroni and three kinds of cheese. 

This recipe is easy enough for every day and makes a great meatless meal but chunks of ham or chicken can be added.

Mac and Cheese Soup in a pot

A Creamy Cheesy Soup

  • This velvety smooth soup recipe is a new twist on an old favorite, with plenty of fresh cheddar, Swiss, and cream cheese and even room for add-ins!
  • Affordable and easy to make, mac and cheese soup is a cold-weather favorite that everyone loves!
  • This soup makes a great meatless meal but feel free to add in leftover ham chunks, cooked chicken, bacon, or pulled pork for a soup version of pulled pork mac and cheese!
  • Serve it with some freshly baked cheesy breadsticks or some fluffy dinner rolls ready in 30 minutes!
  • Top it with crumbled bacon, crostini, or some crispy onions!

ingredients to make Mac and Cheese Soup

Ingredients in Mac & Cheese Soup

This cheese soup is “all about that base”! Extra rich and creamy it starts with a roux and then milk and cream cheese are added. Onion powder and dry mustard give the base a lot of flavor so don’t skip them! Swirl in a little beer for a beer cheese variation – choose a lager or a porter.

Choose bold cheeses like cheddar and swiss cheese, they pair well together and melt easily. Feel free to use portions of Monterey Jack, Colby, and for a little Southwestern heat, some shredded Peperoncino is a tangy white cheese studded with red pepper flakes.

Just like the boxed kind, elbow macaroni noodles are the favorite but small shells are a close second. Since this mac and cheese is up-leveled, any pasta will do! Penne, rotini, shells, and even orzo are perfect for mac and cheese soup! The pasta is cooked in chicken broth for extra flavor!


ADD-INS Mac and cheese soup is perfect as is, but it’s also perfect for using up leftovers like mushrooms, roasted cauliflower, tomatoes, grilled or caramelized onions, or potatoes. Or go for diced chili peppers or a can of Rotel tomatoes! It’s a new recipe every time!

MAKE IT NEXT LEVEL and place it in ceramic bowls or crocks and top with cheese, broil it like you would a French onion soup. Oh yes please!! Or, top with shredded cheese and breadcrumbs and broil for a crunchy topping!

PRO TIP: It’s worth the effort to shred your own cheese. Pre-shredded cheeses have additives that keep it from sticking together – but also make it harder to melt smoothly. Grating cheese is a good task for a little home chef-in-training!

making cheese sauce for Mac and Cheese Soup

How to Make Mac and Cheese Soup

Cooking homemade Macaroni and Cheese Soup has just three easy steps:

  1. Simmer the first 4 ingredients together (as per recipe below).
  2. Add remaining ingredients and stir until smooth.
  3. Gently stir in cooked macaroni and serve.

Cheese can separate and become oily if cooked too long or at too high of a temperature. Once the base is ready, ensure the soup is on low heat to melt the cheese for a smooth result.

adding noodles to Mac and Cheese Soup

Storing Leftover Soup

Keep leftover mac and cheese soup in an airtight container in the refrigerator for up to 5 days. Reheat on the stovetop. Freeze mac and cheese soup in zippered bags with the date labeled on the outside up to 8 weeks. Reheat as above.

More Creamy Soups

Did your family love this Mac & Cheese Soup? Be sure to leave a rating and a comment below! 

Mac and Cheese Soup in a pot
5 from 42 votes↑ Click stars to rate now!
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Mac and Cheese Soup

Creamy and delicious mac & cheese soup is loaded with 3 kinds of cheese.
Prep Time 15 minutes
Cook Time 15 minutes
Total Time 30 minutes
Servings 4
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  • 4-5 cups chicken broth or stock see note
  • 1 ¼ cup uncooked elbow macaroni

Cheese Base

  • 2 tablespoons butter
  • 2 tablespoons flour
  • 2 cloves garlic minced
  • 1 cup milk
  • 4 ounces spreadable cream cheese
  • 1 cup sharp cheddar cheese shredded
  • ½ cup swiss cheese shredded, or additional cheddar cheese
  • ½ teaspoon onion powder
  • ½ teaspoon dry mustard powder
  • ¼ teaspoon salt
  • ¼ teaspoon pepper


  • In a medium pot, bring the chicken broth to a boil. Add the elbow macaroni and cook until al dente, per the time indicated on the package. Do not drain.
  • While the pasta is cooking, melt butter in a separate saucepan and whisk in the flour. Cook for 1 minute.
  • Add garlic and cook until fragrant, about 30 seconds. Slowly whisk in milk a little at a time until smooth. Stir in seasonings and cook over medium heat while whisking until thick and bubbly. Let boil for about 1 minute.
  • Reduce the heat to medium-low and stir in cream cheese and shredded cheeses. Whisk until smooth; the mixture will be thick.
  • Once the pasta is cooked, add along with the chicken broth into the cheese mixture. Stir to combine. Heat over medium heat about 3 minutes or until hot.
  • Taste and season with salt & pepper if desired. Garnish with additional cheese and parsley to taste.


  • Start with 4 cups of chicken broth. Depending on the brand of pasta, you may need a little bit more. The soup will thicken as is cools so more broth can be added if desired. 
  • Any small pasta can be used in this recipe.
  • Shred your own cheeses, pre-shredded cheeses do not melt as well.
  • This recipe calls for spreadable cream cheese as it melts easier. If you have block cream cheese, add it once the milk is thickened before adding the cheddar and simmer until smooth. You can use a hand blender if needed.
  • Flavored spreadable cream cheese (such as herb and garlic) works well in this recipe.
  • Add ham, shredded chicken, or smoked sausage if desired.
5 from 42 votes

Nutrition Information

Calories: 518 | Carbohydrates: 35g | Protein: 23g | Fat: 32g | Saturated Fat: 18g | Polyunsaturated Fat: 2g | Monounsaturated Fat: 9g | Trans Fat: 1g | Cholesterol: 97mg | Sodium: 773mg | Potassium: 431mg | Fiber: 1g | Sugar: 8g | Vitamin A: 1073IU | Vitamin C: 1mg | Calcium: 430mg | Iron: 1mg

Nutrition information provided is an estimate and will vary based on cooking methods and brands of ingredients used.

Course Appetizer, Dinner, Side Dish, Soup
Cuisine American
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Mac and Cheese Soup in a pot with a title
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About the author

Holly is a wine and cheese lover, recipe creator, shopping enthusiast and self appointed foodie. Her greatest passion is creating in the kitchen and making deliciously comforting recipes for the everyday home cook!
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Recipe Rating


    1. You can freeze mac and cheese soup in zippered bags with the date labeled on the outside up to 8 weeks.

    1. Hi Mary, the pasta is cooked in chicken broth and then both the pasta and chicken broth are added to the cheese mixture. Enjoy!

  1. Made this soup for dinner tonight, one of the easiest, delicious meals! In no time it was done and everyone enjoyed it and requested for it to be made again! Thank you for all your wonderful, delicious recipes!

  2. This recipe looks very delicious and I can’t wait to try it. I have made a similar macaroni soup but using a tomato sauce base.

  3. I never thought of Mac and cheese as a soup, but after seeing and viewing your recipe, I got to add this to my winer soups. Yum!!!
    Thanks for sharing, and happy 20225 stars

  4. Humm on va se régalés, cette recette est fabuleuse pour les amateurs de fromages !!!
    Simple a réalisé, rapide et quel résultat, Bravo et Merci pour cette recette sans viande5 stars

  5. I don’t know if it is a good recipe or not. You don’t give any measurement of how much cheese or rough to put in the soup. You don’t exactually tell what kind of cheese you used or how much mustard powder or onion powder to use. What the heck kind of recipe is that. It is a guess for your self recipe.

    1. Hi Bonnie, you might be looking at the overview. You can either look just above the comment box or use the “JUMP TO RECIPE” button at the top of any post to view the full recipe including all of the measurements. Enjoy!

    2. Seems like some people definitely need tech classes. OMG. I THOUGHT IT WAS A GREAT RECIPE. Thank you as always your recipes are good and worth redoing