Mac and Cheese Soup is creamy and cheesy just like mac and cheese and if you’re a mac and cheese lover (who isn’t?), this soup is sure to become a favorite. A warm bowl of this soup is the perfect ending to a fall or winter day.

Mac and Cheese Soup in a blue bowl.

Tender pieces of pasta floating in a super cheesy broth- who can resist that?

Kids will love its simple but delicious flavor.

With both cheddar cheese and Velveeta cheese, this soup has plenty of cheese flavor. I used little shells for the pasta, but you could use any shape. Be sure not to overcook the pasta though. If anything you want to undercook it just a touch. Swimming in that cheesy, warm liquid, it will get plenty soft.

In fact, this soup is best eaten the day it is made. Over time the pasta will suck up the liquid and it won’t be soup anymore.   ๐Ÿ™

Spoon scooping a bite of soup.

Make in Under 30 Minutes

This soup doesn’t take long at all to make and it’s the perfect meal to make at the end of a long workday when you’ve really worked up an appetite. If you’re organized it can easily be made in well under 30 minutes. A little onion, celery, dry mustard, Worcestershire sauce, and garlic sauce give it plenty of flavor.

Spice Level

I also like to add just a touch of cayenne pepper. Enough for your taste buds to notice it, but not enough to make it spicy. Of course, you could add more and make it spicy. With a blog named Spicy Southern Kitchen, I certainly can’t discourage anyone from making something spicy.  ๐Ÿ™‚

Mac and Cheese Soup in a blue bowl.

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Mac and Cheese Soup

5 from 11 votes

By Christin Mahrlig

Prep: 15 minutes
Cook: 10 minutes
Total: 25 minutes
Servings: 6 servings
Mac and Cheese Soup is creamy and cheesy just like mac and cheese and if you’re a mac and cheese lover (who isn’t?), this soup is sure to become a favorite. 
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Ingredients

  • 2 cups uncooked small pasta shells
  • 4 tablespoons butter
  • 1 celery stalk,, finely chopped
  • 1 medium onion,, chopped
  • 3 tablespoons all-purpose flour
  • 2 cups chicken broth, or vegetable broth
  • 2 cups milk, or half-and-half
  • 8 ounces Velveeta,, cut into cubes
  • 1 cup shredded cheddar, (4 ounces)
  • 1 teaspoon dry mustard
  • 1 teaspoon Worcestershire sauce
  • 1/2 teaspoon garlic salt
  • 1/4 teaspoon freshly ground black pepper
  • 1/8 teaspoon cayenne pepper

Instructions 

  • Cook pasta shells to al dente in salted water. They will cook a little more in the soup and absorb liquid from it, so be careful not to overcook.
  • Melt butter in a Dutch oven or large pot. Add celery and onion and cook until celery is soft.
  • Sprinkle flour on top of celery and onion. Stir it into the butter and cook 1 minute.
  • Gradually whisk in chicken broth and milk. Bring to a simmer. Add dry mustard, Worcestershire sauce, garlic salt, black pepper, and cayenne pepper. Continue to simmer until it thickens some.
  • Add cubes of Velveeta and stir until melted.
  • Remove from heat and stir in cheddar cheese.
  • Stir in cooked pasta and serve.

Nutrition

Calories: 422kcal

Nutrition information is automatically calculated, so should only be used as an approximation.

Did you make this?Leave a comment below and tag us @spicysouthernkitchen on social media!

Originally posted October 29, 2015.

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32 Comments

  1. Sean Giffin says:

    Have not tried this yet but am thinking this might be good to make maybe next week once my mouth has healed a bit from dental surgery I just had yesterday because it will be soft enough to eat where I have no top teeth and I love Mac & cheese so thanks for posting this recipe.

  2. Diane says:

    This recipe was off the charts. It was super easy to make and my family could not get enough. I looked at many other macaroni and cheese soup recipes and am so super happy I decided on this one. Even happier I doubled it for leftovers.
    Thanks for a great cooking experience!!

  3. Lee says:

    Hi, this looks great but we don’t have velveeta in the UK, what could be used as an alternative?

    1. Maryanne says:

      I noticed no one had replied so I did a little Google search and apparently there are lots of recipes for homemade velveeta. Also, Cheese Whiz was a suggestion. (Hopefully that is available to you there.) Anyways, hope this helps and happy cooking ๐Ÿ™‚ Cheers!

    2. Dee says:

      Use any process cheese like cheese slices

  4. Dorothy Nelson says:

    Do you think it would come out alright if I already have pre-made mac n cheese and I just add it to sauteed celery and onions and chicken stock and your seasonings?

    1. Christin Mahrlig says:

      I feel like everyting wouldn’t combine well if you made it that way Dorothy.

    2. Christy says:

      I just did this. Skipped the Velveeta since it was already in the pre-made Mac, but did everything else the same. Came out great!

      Also, I also just had dental surgery, so can confirm it’s mushy enough. I chopped the veggies extra fine and small-chopped the cooked pasta.

  5. Rebecca says:

    UK people! I substituted Velveeta with Cathedral City spreadable cheese and it worked perfectly. I think next time I might try Philadelphia! This was so delicious.

  6. Misscenterway says:

    Finally! I’ve found a blogger I will follow! I’m an old-fashioned Southern cook…an aged one at that. So to say my new pantry is filled with cookbooks, clippings and magazines is an understatement. I just wanted a mac and cheese soup to use up some leftover mac and cheese. So, I stumbled on your blog and I’m hooked. I love the way you layout the recipe, you don’t have 1000 pictures of a wooden spoon stirring butter while it melts, etc. I also love that you put a printable version that is easy to find! You’re my kind of cook. Thanks for sharing and I’ll be trying your recipe for lunch! ๐Ÿ™‚

    1. Christin Mahrlig says:

      Hope you like the soup and thanks so much for your sweet comments! ๐Ÿ™‚

  7. Susan Depies says:

    Wonderful.

  8. Jenny from Flour Sack Sweets says:

    YUM! I’ve often thought mac and cheese as a soup would be out of this world. I’m going to try your recipe this weekend! Thanks for sharing it!

  9. Kelly says:

    This is the ultimate comforting soup! I love how creamy and thick it is! My son is a huge mac & cheese fan so he would gobble this soup down in no time!

  10. Thao @ In Good Flavor says:

    I can’t think of a more kid-friendly soup than this! This is brilliant, Christin!!