This post may contain affiliate links. Please read our disclosure policy.

This mac and cheese soup recipe is the soup version of the comfort food classic! It’s quick and easy to make with everyday ingredients.

You may also like my Baked Mac and Cheese, this Three Cheese Mac and Cheese Gnocchi, or Quick & Easy Stovetop Mac and Cheese.

extreme close-up of a ladle with macaroni and cheese soup

Why you’ll love it

This cheesy soup is a kid-friendly meal. It’s ready in about 30 minutes, so you can whip it up on busy weeknights. Maybe the best thing about it is that you can feel good about the ingredients that go into it since you’re not opening a box!

I love the nostalgia that this soup evokes, but since it’s homemade, it feels kind of like an elevated childhood classic. Good-quality cheddar makes all the difference, and nothing is more comforting than this cozy soup on a chilly day.

What you’ll need

  • Butter – for sautéing the aromatics, and it helps make a rich and creamy base
  • Onion, celery, garlic – the classic combo takes this soup from bland to grand!
  • Flour – to thicken the soup
  • Chicken or vegetable broth – another layer of flavor
  • Heavy cream – for a silky smooth texture
  • Worcestershire sauce – a savory boost. It adds a lot of depth, so don’t skip it.
  • Macaroni – uncooked elbow macaroni cooks right in the soup 
  • Sharp cheddar cheese – use a good quality one (like Tillamook extra sharp/aged varieties) as it’s the star of this soup

Pro tip

With this soup, it’s important to keep an eye on it so that the pasta doesn’t stick to the bottom of the pot and the liquid doesn’t reduce too much.

How to make mac and cheese soup

This is an overview with step-by-step photos. Full ingredients & instructions are in the recipe card below.

celery, onions, butter being fried and then making a flour roux

In a soup pot, sauté chopped onion and celery in butter, then stir in the flour and let it cook for a couple of minutes.

adding chicken broth and cream to make mac and cheese soup

Pour in the chicken broth and whisk until smooth. Stir in the cream, Worcestershire sauce, and salt. Bring the soup to a boil.

adding macaroni and cheddar cheese to a pot to make mac and cheese soup

Finally, add in the macaroni and simmer until it’s cooked. Take the soup off the heat and stir in the grated cheddar. Season with pepper and extra salt if needed.

Tools for this recipe

Check out Natasha’s favorite kitchen essentials, gadgets, and cookware!

Substitutions and variations

  • You can swap the macaroni for another pasta shape. If it’s a large shape, use 2-3 cups uncooked.
  • Try white cheddar for something a little different.
  • Crumbled Oven Cooked Bacon makes an amazing topping! 
  • You could sneak some broccoli in here. I’d add it in a few minutes before you add in the cheddar.

What to serve with this recipe

Leftovers and storage

  • This soup will keep in the fridge for a few days, but it will thicken up due to the pasta soaking up more of the liquid. You may need to add a splash more broth to leftovers.
  • I recommend reheating over a low heat.
  • This soup isn’t the best for freezing because of the dairy content.
a bowl of macaroni and cheese soup with a spoon

If you made this cozy mac ‘n cheese soup, please leave a star rating and review in the comments below! You can also tag me on Instagram with your S&L creations.

extreme close-up of a ladle with macaroni and cheese soup
5 from 1 vote

Mac and Cheese Soup

This mac and cheese soup recipe is the soup version of the comfort food classic! It's quick and easy to make with everyday ingredients.
Prep: 5 minutes
Cook: 25 minutes
Total: 30 minutes
Servings: 6


  • 1/4 cup butter
  • 1/2 medium onion chopped
  • 2 sticks celery chopped
  • 2 cloves garlic minced
  • 6 tablespoons flour
  • 4 cups chicken broth or veggie broth
  • 1 cup heavy/whipping cream
  • 1 teaspoon Worcestershire sauce
  • 1/4 teaspoon salt or to taste
  • 1 cup uncooked elbow macaroni
  • 1/2 cup water if needed
  • 2 cups sharp cheddar cheese shredded
  • Pepper optional, to taste


  • Add the butter, onion, and celery to a pot and sauté for 4-5 minutes.
  • Stir in the garlic and flour. Cook for about 2 minutes, breaking it up with your spoon/stirring it as you go along to cook the raw flour taste out.
  • Slowly whisk in the chicken broth until all the flour has dissolved/there's no lumps.
  • Stir in the cream, Worcestershire sauce, and salt. Increase the heat to high and bring the soup to a boil.
  • Stir in the pasta, then reduce the heat so it's simmering but not boiling rapidly (medium-low heat works with my cast iron pot & gas stove). Cover the pot with the lid slightly ajar.
  • Let the soup simmer for about 15-20 minutes or until the pasta has cooked, stirring fairly often so it doesn't stick to the bottom of the pot. If the soup looks like it's becoming too thick, add the 1/2 cup of water (or even more if needed).
  • Turn the stove off, and stir in the cheddar gradually.
  • Season with pepper and extra salt if needed.


  • Use a good quality cheddar since this soup doesn’t have a lot of ingredients and you’ll really taste it.
  • The soup will thicken up more as it sits so you may need to add more liquid when reheating leftovers.
  • Serves 4-6 depending on serving size.


Calories: 465kcal, Carbohydrates: 23g, Protein: 14g, Fat: 36g, Saturated Fat: 22g, Polyunsaturated Fat: 1g, Monounsaturated Fat: 10g, Trans Fat: 1g, Cholesterol: 114mg, Sodium: 1010mg, Potassium: 301mg, Fiber: 1g, Sugar: 1g, Vitamin A: 1261IU, Vitamin C: 13mg, Calcium: 325mg, Iron: 1mg

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

© Salt & Lavender Inc. Content and photographs are copyrighted. Sharing this blog post is much appreciated, but copying and pasting full recipes without authorization to social media is strictly prohibited.

Leave a star rating and comment below!

Hi! I’m Natasha.

Salt & Lavender is a recipe blog with a focus on delicious comfort food using everyday ingredients. Beat the weekday grind with hundreds of easy-to-follow and hassle-free recipes!

The Salt & Lavender cookbook is here! Order Now

Leave a comment

Please leave a recipe rating!

Your email address will not be published. Required fields are marked *

Recipe Rating

This site uses Akismet to reduce spam. Learn how your comment data is processed.


  1. Madison says:

    This was absolutely delicious. I added ground beef to make mac and cheeseburger soup. I also left out the celery. It is now a favorite dish.

    1. Natasha says:


  2. Stephanie says:

    This looks delicious. I’m going to make this today – 10° weather. Should be a perfect antidote!

    1. Natasha says:

      Hope you enjoy it, Stephanie!! Stay warm!