Name: Mac & Cheese Soup Recipe
Prep time: 10 min
Cook time: 20 min
Total time: 30 min
Cuisine: American
Ingredients: 2 tablespoons olive oil; 1 onion, diced; 2 large carrots, diced; 2 stalks celery, diced; 4 cloves garlic, finely chopped; 1 ½ teaspoons black pepper; 1 teaspoon salt; ½ teaspoon cayenne pepper; ½ teaspoon mustard powder; 1 pinch nutmeg; 6 cups vegetable broth, divided; ¼ cup all-purpose flour; 2 cups uncooked pasta shells; ½ cup heavy cream; 1 (8 oz) block cream cheese; 3 cups cheddar cheese, shredded; chives, green onion, or bacon

Jump to Recipe· 4.4 from 7 reviews

If you’re craving the ultimate comfort bowl, I’ve got just the thing for you. This Mac & Cheese Soup Recipe takes all the creamy, cheesy goodness of classic mac and cheese and transforms it into a cozy, slurpable soup that’s perfect for chilly days or any time you need some serious warm-up vibes. Trust me, once you try this, you’ll want to keep a batch in your fridge at all times!

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Why This Recipe Works

Comfort Food Elevated: Combining classic mac & cheese flavors into a soup makes it super comforting and easier to enjoy anytime.
Perfectly Balanced Flavors: A hint of mustard powder, cayenne, and nutmeg adds depth without overpowering the cheesy goodness.
Simple Ingredients, Big Impact: Uses everyday pantry staples but comes out tasting like a gourmet treat.
Creamy & Satisfying Texture: The combo of cream cheese, heavy cream, and sharp cheddar makes the soup decadently smooth and rich.

Mac & Cheese Soup, cheesy soup recipe, comfort food recipes, creamy cheese soup, easy cheesy soup - A close-up view of a large blue pot filled with creamy yellow soup with small pasta shells and thin slices of orange carrot and green celery mixed inside. The soup has a thick smooth texture covering all ingredients evenly, and a long silver spoon is resting inside the pot with its handle leaning on the pot’s edge. The pot is sitting on a stovetop surrounded by a white marbled surface visible at the edges. Photo taken with an iphone --ar 2:3 --v 7

Ingredients & Why They Work

This isn’t just a list—each ingredient plays a starring role in creating that comforting Mac & Cheese Soup Recipe you’ll love. From the veggies that form the flavorful base to the cheeses that melt into silky perfection, knowing why they’re here will help you make it your own.

Mac & Cheese Soup, cheesy soup recipe, comfort food recipes, creamy cheese soup, easy cheesy soup - Flat lay of diced orange carrots, diced pale green celery stalks, a whole peeled onion with layers visible, peeled garlic cloves scattered nearby, a block of creamy white cream cheese, bright yellow shredded cheddar cheese heaps, uncooked small pasta shells, fresh green chives and sliced green onions sprinkled artfully, placed on a white marble surface, photo taken with an iphone --ar 2:3 --v 7

Olive Oil: A gentle sauté base that brings out the sweetness of the aromatics without overpowering.
Onion, Carrots & Celery: Classic mirepoix veggies build natural sweetness and depth to the soup’s flavor.
Garlic: Adds just the right punch of savory aroma to wake up the dish.
Black Pepper, Salt, Cayenne Pepper, Mustard Powder & Nutmeg: These spices layer complexity and a subtle warmth that round out the cheesy notes.
Vegetable Broth: Keeps the soup lighter but flavorful with plenty of body.
All-Purpose Flour: The thickening agent here—no lumps or gluey texture if you whisk properly.
Pasta Shells: Mini shells are perfect because they nestle in the soup and soak up all the cheesy sauce.
Heavy Cream: Adds luscious richness without being too heavy.
Cream Cheese: Gives the soup extra creaminess and a subtle tang that balances the sharp cheddar.
Sharp Cheddar Cheese: The star of the show—offers that classic bold mac & cheese flavor.

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Note: You’ll find the complete list of ingredients, along with their exact measurements, in the printable recipe card at the bottom of this post.

Make It Your Way

One of the best things about this Mac & Cheese Soup Recipe is how easy it is to tweak. I often mix up my garnishes or add a little extra spice—sometimes I throw in some cooked bacon or sautéed mushrooms for extra texture. Definitely feel free to make it yours!

Variation: I once added a handful of steamed broccoli to sneak in some greens, and it was delicious! You can swap pasta shells for small elbows or even ditalini, depending on what you have.
Dairy-Free Option: For my lactose-intolerant friends, try substituting the cream and cheeses with dairy-free alternatives—you might have to tweak seasoning a bit, but it still turns out creamy.
Protein Boost: Adding shredded rotisserie chicken or cooked sausage transforms it into a heartier meal perfect for leftovers.

Step-by-Step: How I Make Mac & Cheese Soup Recipe

Step 1: Build the Flavor Base

Heat your olive oil in a large pot over medium heat. Toss in the diced onion, carrot, and celery. Let them cook for about 4-5 minutes until they’re soft and fragrant—this mix is the foundation of your soup, so don’t rush it! Then add the garlic, black pepper, salt, cayenne pepper, mustard powder, and a pinch of nutmeg. Stir frequently and cook for another 3-4 minutes to awaken the spices.

Step 2: Create the Creamy Base

Pour in about 1 cup of the vegetable broth and sprinkle the flour over the veggies. Stir constantly for 1-2 minutes—this cooks out the raw flour taste and thickens the base. Be patient here; if you move too fast, you might get lumps, but steady stirring will give you a perfectly smooth sauce.

Step 3: Simmer the Pasta

Slowly whisk in the remaining broth bit by bit to keep the mixture smooth. Once everything is combined, add your uncooked pasta shells. Bring it all to a gentle simmer and let cook uncovered for 8-10 minutes, stirring occasionally, until the pasta is delightfully al dente. This is important—overcooked pasta will turn mushy once you add the cheese.

Step 4: Cheese It Up!

Lower the heat and stir in the heavy cream, cream cheese, and shredded cheddar. Take your time melting everything down into a velvety, cheesy soup. The cream cheese especially gives the soup that rich, smooth texture that feels extra indulgent without being too heavy.

Step 5: Serve & Garnish

Ladle the soup into bowls and finish with your favorite garnishes—chopped green onions, fresh chives, or even bacon crumbles. I like a little crunch to contrast the creamy texture. It’s so good you might be tempted to skip the sides!

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Tips from My Kitchen

Use Sharp Cheddar: I always use sharp cheddar for a more robust flavor—it really makes a difference!
Whisk Flour with Broth Gradually: Adding broth slowly while stirring prevents lumps and keeps your soup silky smooth.
Don’t Overcook the Pasta: I check the pasta a minute or two early so it stays perfectly tender and holds up well after cooking.
Season Last: I taste and adjust salt and pepper at the end since the cheeses and broth can vary in saltiness.

How to Serve Mac & Cheese Soup Recipe

Mac & Cheese Soup, cheesy soup recipe, comfort food recipes, creamy cheese soup, easy cheesy soup - This image shows a white bowl full of creamy pasta with shell-shaped noodles covered in a thick, smooth yellow cheese sauce. Small chopped green herbs are sprinkled on top, along with a light dusting of grated cheese. Pieces of green and orange vegetables are mixed into the sauce, adding little pops of color. The bowl sits on a soft mustard yellow cloth, and part of a dark pot is visible in the upper right corner. The background is a white marbled surface. photo taken with an iphone --ar 2:3 --v 7

Garnishes

I keep it simple and classic with chopped chives and green onions for a refreshing bite against the creamy soup. But I can’t resist sprinkling crispy bacon bits on top whenever I have them—it adds such a fun, smoky crunch that brings the whole bowl to life.

Side Dishes

Because this Mac & Cheese Soup Recipe is pretty hearty on its own, I like to pair it with something light, like a crisp green salad or garlic bread to sop up every last drop. A side of roasted veggies also balances it nicely for a full, satisfying meal.

Creative Ways to Present

For a cozy dinner party, I’ve served this soup in mini bread bowls—which makes for a fun, rustic presentation. It’s also great served in mason jars when you’re on the go or bringing it to a potluck. You can dress it up with a drizzle of hot sauce or a sprinkle of smoked paprika for an extra pop.

Make Ahead and Storage

Storing Leftovers

I like to let the soup cool completely, then store it in an airtight container in the fridge. It keeps beautifully for 3–4 days, which means you can enjoy a quick, cozy meal midweek without much fuss.

Freezing

I’ve frozen this soup with great success—just be aware the pasta might get a bit softer after thawing. To prevent mushiness, you can freeze the soup and pasta separately if you want to keep things super fresh, then combine when reheating.

Reheating

Reheat gently on the stovetop over medium-low heat, stirring occasionally. Add a splash of broth or cream if it thickened too much in the fridge. This helps bring it back to that perfectly creamy, cheesy texture just like when you first made it.

FAQs

Can I use other types of cheese in this Mac & Cheese Soup Recipe?

Absolutely! While sharp cheddar is classic, you can mix in Monterey Jack, Gruyere, or even mozzarella for different flavors and meltiness. Just keep in mind that the cheese’s saltiness and moisture can affect the soup’s texture.
Is this recipe vegetarian?

Yes, as long as you use vegetable broth and skip any bacon garnishes, this Mac & Cheese Soup Recipe is vegetarian-friendly. You can also easily make it vegan by substituting dairy ingredients with plant-based alternatives.
Can I make this soup gluten-free?

Yes! Swap the all-purpose flour for a gluten-free flour blend or cornstarch to thicken the soup. Just be sure to check your pasta and broth labels to keep it fully gluten-free.
How do I prevent the soup from getting too thick when chilled?

The soup will naturally thicken as it cools due to the cheese and starches. When reheating, just add a splash of broth or cream to loosen it back up to your desired consistency.

Final Thoughts

This Mac & Cheese Soup Recipe holds a special place in my kitchen because it’s the ultimate cozy hug in a bowl. Whether I’m making it for a busy weeknight dinner or for friends on a chilly evening, it never disappoints. I hope you’ll give it a try and discover your own favorite way to enjoy this creamy, comforting classic! And hey, don’t forget to sprinkle on those toppings—I promise they’ll make it even better.