This Mac and Cheese Soup brings all the cheesy goodness of your favorite comfort food into a warm bowl. It’s creamy, cheesy, and oh-so-comforting!
Honestly, who can resist a soup that tastes like mac and cheese? I love slurping it up with a crusty piece of bread—it’s like a hug in a bowl! 🥣💛
Key Ingredients & Substitutions
Butter: Butter adds a rich flavor to the soup. If you’re looking for a healthier option, you can substitute with olive oil or use a non-dairy butter substitute for a vegan option.
Cheese: Sharp cheddar is my favorite for its robust flavor. If you want something milder, go for medium cheddar or even a mix of cheeses like Monterey Jack. For a lactose-free version, try lactose-free cheeses!
Elbow macaroni: While elbow macaroni is classic, you can opt for small shells or even gluten-free pasta if needed. Just adjust the cooking time according to the pasta used.
Bacon: I love the crunch that bacon adds, but you can skip it for a vegetarian dish or use turkey bacon for a leaner option. Smoked paprika can also give a similar smoky flavor if you want to keep it meat-free.
How Do I Get the Perfect Cheese Melt?
Melted cheese can make or break the soup’s creamy texture, so here’s how to nail it every time:
- Use room temperature cheese to help it melt faster.
- Lower the heat before adding cheese. High heat can make cheese clumpy instead of creamy.
- Add cheese in batches, letting it melt before adding more. This helps create a smooth soup.
If you’re making this for kids or picky eaters, keep the flavors simple and stick to cheese they love!

Mac and Cheese Soup
Ingredients You’ll Need:
Base Ingredients:
- 2 tablespoons butter
- 1 small onion, finely chopped
- 2 cloves garlic, minced
- 3 tablespoons all-purpose flour
- 4 cups chicken broth (or vegetable broth for vegetarian)
- 2 cups whole milk
Cheesy Goodness:
- 2 cups sharp cheddar cheese, shredded
- 1 cup Velveeta cheese, cubed
Pasta and Seasoning:
- 8 ounces elbow macaroni (about 2 cups dry)
- 1/2 teaspoon paprika
- 1/4 teaspoon dried mustard powder (optional)
- Salt and pepper, to taste
Garnish (Optional):
- 4 strips bacon, cooked and crumbled
- 1/4 cup chopped green onions
How Much Time Will You Need?
This Mac and Cheese Soup takes about 30 minutes to prepare, perfect for a quick and comforting meal on a busy day! With simple prep and cooking steps, you’ll be enjoying this cheesy delight in no time.
Step-by-Step Instructions:
1. Sauté the Aromatics:
In a large pot, melt the butter over medium heat. Add the chopped onion and sauté until it turns translucent, about 3-4 minutes. Then, add in the minced garlic and cook for another minute until it’s fragrant. The smell will be delicious!
2. Create the Roux:
Next, sprinkle the flour over the onions and garlic, stirring constantly to combine everything nicely. Cook the roux for 1-2 minutes until it turns a light golden color. This will help thicken your soup later on.
3. Whisk in Broth and Milk:
Gradually whisk in the chicken broth and milk, making sure to break up any lumps of flour as you go. Bring this mixture to a gentle simmer and let it cook until it starts to thicken, which should take about 5 minutes.
4. Add the Macaroni and Seasoning:
Add in the elbow macaroni, paprika, dried mustard powder (if you’re using it), salt, and pepper. Cook according to the pasta package instructions until the macaroni is tender, usually around 8-10 minutes. Stir it occasionally to prevent sticking.
5. Stir in the Cheese:
Now, reduce the heat to low and stir in the shredded cheddar cheese and cubed Velveeta. Keep stirring constantly until all of the cheese melts and the soup is super creamy and cheesy goodness!
6. Final Touches:
Taste your soup and adjust the seasoning with more salt and pepper if needed. This is your chance to personalize it!
7. Serve and Enjoy:
Serve your delicious Mac and Cheese Soup hot! Top it with crumbled bacon and chopped green onions for an extra burst of flavor and crunch. Enjoy this cozy meal anytime!

Can I Use Gluten-Free Pasta in This Recipe?
Absolutely! You can substitute elbow macaroni with any gluten-free pasta of your choice. Just make sure to adjust the cooking time according to the package instructions, as gluten-free pasta can vary.
What Can I Use Instead of Velveeta Cheese?
If you don’t have Velveeta, you can substitute it with another creamy cheese such as cream cheese or a mix of mozzarella and cheddar. Just keep in mind that the texture may vary slightly, but it will still be delicious!
How Long Will Leftovers Last?
Store any leftovers in an airtight container in the fridge for up to 3 days. To reheat, gently warm it on the stove over low heat, adding a splash of milk to help restore the creaminess. Stir frequently to heat evenly!
Can I Make This Soup Vegetarian?
Yes! Just use vegetable broth instead of chicken broth and skip the bacon. This soup will still be rich and flavorful thanks to the cheeses and spices!


