Let’s turn our favorite side dish into the main course! This mac and cheese soup recipe has everything I love about a good mac (super creamy, white cheddar for flavor, + a buttery Ritz cracker topping) and it’s perfect for a busy weeknight! Extra creamy, ready in 35 minutes!
Wait, did I really turn mac and cheese into soup?
I know that in some families, macaroni and cheese is served up as a main dish, but in my family it’s always been a (very delicious) side dish (that we all eat too much of).
No more, I say! We’re letting mac and cheese have the main character moment it deserves with this mac n cheese soup.
It’s extra creamy, super cozy, perfect for a Fall or winter day – but also I did in fact make this for lunch multiple times in August when it was 90 degrees out.
There’s basically never a bad time to make this one! And since it’s a one pot recipe that’s ready in about 35 minutes, it’s sure to go on repeat.
3 Reasons You’ll Love This Recipe:
- It’s mac and cheese you can eat with a spoon. All the creamy, cheesy flavor of a classic mac and cheese, just soupier and slurpier. <— In a good way, of course.
- That browned butter Ritz topping is addictive. Buttery, toasted, and a little garlicky. It’s giving that toasty topping you’d find on a good baked mac and cheese.
- It’s on the table in about 35 minutes. One pot, three cheeses, super simple.
Ingredients, Swaps, & Tips:
No Gruyère on hand? Sharp cheddar, smoked gouda, Monterey Jack, or fontina all melt beautifully here. Use whatever cheese combination you already love in regular mac and cheese.
Switch up the pasta. Elbow macaroni, cavatappi, or rotini will work just fine.
Make it vegetarian. Swap the chicken broth for vegetable broth and you’ve got an easy vegetarian meal. Round it out with some romaine topped with my best Caesar dressing!
Want to sneak in vegetables? Stir in 2 to 3 cups of steamed bite-sized broccoli florets or some frozen peas along with the cheese.
Don’t rush the cheese. Take the pot off the heat before stirring in the cheese, then add it a handful at a time. It melts smoother and you’re less likely to end up with a grainy soup.
See the recipe card for full information on ingredients and quantities.
Variations:
Bacon Cheddar Mac & Cheese Soup – Use your favorite sharp cheddar cheese and stir in cooked, crumbled bacon just before serving.
Mac and Cheese Soup with Chicken – Add in 2 cups of cooked, shredded chicken to the pot once the cheese has melted.
Jalapeno Popper Mac & Cheese Soup – Saute diced and seeded jalapenos with the onion, melt cream cheese with the rest of the shredded cheese, and stir in cooked, crumbled bacon at the end.
Step by Step Instructions:
Storage:
- Refrigerator: Store leftover soup in an airtight container for up to 3 days. The pasta keeps soaking up liquid as it sits, so it’ll thicken quite a bit in the fridge.
- Ritz topping: Let the crumbles cool completely, then store them separately in an airtight container at room temperature so they stay crunchy.
- Reheating: Warm gently on the stovetop or in the microwave, adding a splash of milk or broth if the soup has thickened more than you’d like. Add the Ritz topping right before serving.
- Make ahead: Because the pasta continues to soak up liquid in the fridge, I find this is best served fresh. That doesn’t stop us from eating the leftovers (like, ever, at all, yum), but I don’t recommend making it ahead on purpose if you want the best possible results.
- Freezer: I don’t recommend freezing this one. Things can separate and get a bit funky when thawed.
Leftover Hack:
When reheating the soup, turn it into one of the variations listed above. It’ll feel like a whole new meal, with minimal work involved!
More Soup Favorites:
- Crockpot Potato Soup with Hash Browns
- Instant Pot Chicken Noodle Soup
- Crockpot Stuffed Pepper Soup
- Loaded Gnocchi Soup
Creamy Mac and Cheese Soup with Ritz Topping
Ingredients
For the soup:
- 4 tablespoons butter
- 1 small yellow onion finely diced
- 3 cloves garlic minced
- ¼ cup all-purpose flour
- 5 cups broth chicken or vegetable
- 2 cups whole milk
- 1 cup heavy cream
- 10 ounces dry medium pasta shells about 3 ½ cups
- 2 cups freshly shredded white cheddar cheese 8 ounces
- 1 cup freshly shredded Gruyère cheese 4 ounces
- ½ cup freshly grated Parmesan cheese
- Salt and pepper to taste
For the topping:
- 5 tablespoons butter
- 1 sleeve Ritz crackers crushed, about 32 crackers
- ¾ teaspoon Italian seasoning
- ½ teaspoon garlic powder
Instructions
To make the soup:
- In a large Dutch oven, melt the butter over medium heat. Add the diced onions and cook for 5-6 minutes until soft and translucent. Add the minced garlic and cook for 1 minute.
- Sprinkle the flour over the vegetables and cook, stirring for 1-2 minutes to remove the raw flour taste.
- Whisk in the chicken broth, milk, and cream. Continue whisking while bringing to a gentle simmer.
- Pour in the pasta and cook just shy of al dente. Stir frequently to prevent sticking to the pot.
- Once the pasta is tender, remove the soup from the heat and gradually add the cheeses a handful at a time, stirring well to melt the cheese. Season with salt and pepper, to taste.
- Ladle into bowls and generously top with the Ritz cracker crumbles.
To make the topping:
- While the pasta cooks, melt the butter in a large skillet over medium heat. Cook until golden brown, stirring often. The butter will foam up and then once the foam dies down you’ll be able to see the golden color. Do not overcook as the butter will easily burn after the foaming stage.
- Add crushed Ritz crackers to the butter and toast for 3–5 minutes, until browned, stirring frequently to avoid burning. Remove the toasted crackers from the heat and stir in the Italian seasoning and garlic powder. Taste and season with salt, if desired. Set aside.
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