Leftover Mac & Cheese Soup is a creamy, quick way to turn yesterday’s macaroni and cheese into an easy new dinner. Serve with a side of crusty bread, and dinner is done!

What to Make with Leftover Mac and Cheese
Got leftover mac and cheese? Bring your favorite mac back to life by serving it in a whole new way!
One of the best things about the day after Thanksgiving is all the leftovers, but let’s be honest; some hold up better than others. Holiday Stuffings and Green Bean Casseroles are all just as tasty the next day.
Mac and cheese can be a different story. It’s just the nature of the dish. When left overnight in the fridge, pasta tends to soak up whatever sauce it is sitting in. This can leave the dish drier overall, and, well, it’s just not as good as it was that first day.
When faced with leftover mac and cheese, the best option is to repurpose it.
This soup takes about 20 minutes, and works with any style of mac – baked, stovetop, boxed, homemade, all of it.

Ingredients for Leftover Mac & Cheese Soup
Here’s what you’ll need. Exact amounts are listed in the printable recipe card at the bottom of the post.
- Butter – Used for sautéing the onions and garlic, adding richness to the soup.
- Yellow Onion and Garlic – Adds savory flavor and texture to the soup base.
- All-Purpose Flour – Used as a thickening agent to give the soup its creamy consistency.
- Chicken-style Broth – The base of the soup; Better Than Bouillon’s No-Chicken Base works well as a vegan option for chicken broth.
- Cheddar Cheese – Adds a tangy, cheesy flavor. I used mild cheddar, but sharp cheddar cheese also works well. For a different flavor profile, cheddar can be swapped for mozzarella, Gouda, or whatever suits the style of your mac.
- Cream Cheese – For a rich and creamy texture to the cheesy soup.
- Milk – I use dairy-free oat milk because it has a mild flavor that I find similar to dairy-based whole milk.
- Prepared Mac and Cheese – You will need leftover macaroni and cheese ready to go for this soup.
How to Make Leftover Mac & Cheese Soup
STEP ONE: Melt the Butter. Set a large pot over medium-high heat and add the butter. When the butter is melted, add the onions. Sauté onion for 2 minutes, until softened and fragrant.
STEP TWO: Add the Garlic. Add garlic and continue cooking for an additional 30 seconds.
STEP THREE: Add the Flour. Whisk in the flour until incorporated; the mixture will be thick.
STEP FOUR: Add the Broth. Gradually add the broth, whisking until the consistency is smooth.
STEP FIVE: Heat. Bring just to a boil, then reduce the heat to low.
STEP SIX: Add Cheeses and Milk. Add the cream cheese, cheddar cheese, milk, and black pepper to the pot. Stir frequently until the cheeses are melted.
STEP SEVEN: Stir in Mac and Cheese. Add the prepared mac and cheese, stirring to distribute throughout the soup.
STEP EIGHT: Season and Serve. Adjust seasoning to taste, and serve hot.
Make It Vegan 🌱
Use dairy-free butter, vegan cheddar, vegan cream cheese, and your preferred nondairy milk. For the broth, a no-chicken vegan bouillon keeps the flavor balanced.
Recipe FAQs
Can I use boxed mac and cheese leftovers?
Yes—boxed, baked, homemade, or refrigerated store-bought all work.
Can I make this ahead?
Yes. The soup reheats well as long as you warm it gently.
Can I freeze this soup?
It’s not ideal. Cheese-based soups tend to separate when frozen.
Can I double the recipe?
Absolutely. Use a larger pot and whisk the broth in slowly so it stays smooth.
Storage and Reheating
- Let the soup cool, then store in an airtight container in the refrigerator. Reheat slowly over low or medium heat, stirring occasionally so the cheese melts smoothly again.

More Easy Soup Recipes

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Leftover Mac and Cheese Soup Recipe
Ingredients
- 1/4 cup butter
- 1/4 cup yellow onion finely chopped
- 2 teaspoons garlic minced
- 1/4 cup all-purpose flour
- 4 cups chicken-style broth
- 2 cups cheddar cheese shredded
- 4 ounces cream cheese
- 1/3 cup milk
- 1/4 teaspoon ground black pepper
- 4 cups mac & cheese prepared
Instructions
- Set a large pot over medium-high heat and add the butter. When the butter is melted, add the onions. Cook, stirring frequently for 2 minutes, until softened and fragrant.
- Add garlic and continue cooking for an additional 30 seconds.
- Whisk in the flour until incorporated; the mixture will be thick.
- Gradually add the broth, whisking until the consistency is smooth.
- Bring just to a boil, then reduce the heat to low.
- Add the cream cheese, cheddar cheese, milk, and black pepper to the pot. Stir frequently until cheeses are melted.
- Add the prepared mac and cheese, stirring to distribute throughout the soup.
- Adjust seasoning to taste and serve hot.
Nutrition
This post was updated on November 25, 2025, to add new information.







thiswifecooks
Thank you! I’ve updated the recipe. 🙂
Whitney
I cant find the updated version…how much broth total?
thiswifecooks
4 cups 🙂
Kayla DiMaggio
I have to be honest when I say I never have leftover mac and cheese lol! However, I am made a double batch of mac and cheese just to make this recipe and we all raved over it!
thiswifecooks
Lol leftover mac and cheese is a rare occurrence around here too! We do usually have enough for soup leftover after Thanksgiving though and it’s nice to turn it into a whole new meal!
Chantry
I love this idea so much! I might make Mac and cheese just so I can turn it into soup!
thiswifecooks
I have definitely done that!
NATALIA
Mmmm! This soup looks so creamy! What a great way to repurpose mac and cheese leftovers, I have to try it. Thanks for sharing!
thiswifecooks
Yes! I hope you love it as much as we do!
Emily
This is a brilliant use of leftover mac and cheese! It’s delicious and pure comfort food, thank you for the recipe!
Maiko
Who knew mac and cheese could be a soup?! This looks absolutely delicious! I never have leftover mac and cheese haha though I need to make loads just to make this recipe!
Leonardeffery
Dayuuuuuuuum Yuuuuuuummmmmmmy Yummy In MyTummy
Minion
Ikr 😼
Jan SHERIDAN
5 stars all the way. Excellent soup. I don’t keep Oat Milk in the house so I used 2% milk – given only 1/3 c oat milk was required I don’t think it impacted the result, which was so GREAT anyway. I didn’t measure the mac and cheese so I might have had a bit more than 4c. Anyway, the soup was very thick, so I increased the milk. Deliciousness in a bowl. It didn’t need it but because I had it, I then added 1.5 c. chopped up cauliflower, adding an extra dimension.
I’ll be making macaroni and cheese again with the intention of making leftovers into soup.
It just occured to me that my mac and cheese had a crumb topping – that could be the thing that made the soup quite thick. Nevertheless, I wouldn’t change a thing for the next time.
Thank you, thank you, thank you for the post.
thiswifecooks
Thanks Jan! Your soup sounds delicious! 😊