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Macaroni and cheese soup in bowl.
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Creamy Mac and Cheese Soup with Ritz Topping

I turned mac and cheese into something a little more cozy and comforting - a pot of soup! This has all the creamy goodness of macaroni and cheese that you already love, just served up in a bowl with a spoon. It's slurpy and soupy in the best way!
Course Main Course, Soup
Cuisine American, Italian
Prep Time 10 minutes
Cook Time 25 minutes
Total Time 35 minutes
Servings 6
Calories 811kcal

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.

Notes

Pasta: Feel free to swap this for elbow macaroni, if that's what you have on hand!
Cheese: I love the combo of white cheddar + nutty Gruyere, but you can easily swap the cheese for any mixture you have on hand. Smoked gouda, havarti, colby jack - all great options!
Topping: I'm a big fan of the topping here - it adds a little texture to the soup. If you don't want to fuss with it, you could also serve this with freshly crumbled crackers in place of toasted. 

Nutrition

Calories: 811kcal | Carbohydrates: 50g | Protein: 27g | Fat: 56g | Saturated Fat: 34g | Polyunsaturated Fat: 2g | Monounsaturated Fat: 14g | Trans Fat: 1g | Cholesterol: 162mg | Sodium: 1468mg | Potassium: 356mg | Fiber: 2g | Sugar: 9g | Vitamin A: 2293IU | Vitamin C: 2mg | Calcium: 650mg | Iron: 1mg