Clean Out the Fridge Mac and Cheese

I love cheese. It’s one of my favorite comfort foods, and I like trying different types. Some day, I want to do a cheese tasting vacation through Switzerland. Because I buy and eat a lot of cheese, I find my cheese drawer overflowing with small, leftover portions. I like to turn them into a quick, clean-out-the-fridge mac and cheese.

Personally, I am not a baked mac and cheese fan, so this recipe is stove-top only. If you’d like to pop it in the oven and brown the top, or bake it with cracker crumbs, go for it. 350 degrees until bubbling and browned, about 20 minutes, should do it.

When I serve mac and cheese as an entree instead of a side dish, I often add cooked meat, like bacon or ham. Smoked meats are wonderful, especially paired with a smoked cheese.

I like to use Brie as a base cheese when I’m making a big pot of mac and cheese. Brie melts so well and creates a creamy base on which to build more flavors. The mac and cheese I made this time had smoky, spicy notes from pepper jack and a light, herbal finish. While I’ll list some suggestions in the recipe, feel free to customize it to whatever cheese leftovers you have. I’ve made many different combinations. Smoked gouda is one of my favorite additions, together with the brie and smoked paprika. Lemon juice, cayenne, mustard powder, and garlic are other great seasonings to play with as you experiment to build your perfect mac and cheese. Use your imagination and let your creativity flow.

The toughest part about mac and cheese, in my opinion, is reheating the leftovers. I’ve had my cheese sauces come together perfectly while cooking then separate the next day when I microwave leftovers. To combat this, I microwave mac and cheese at a lower power, say 30% to 50% depending in the strength of the microwave. Yes, it takes longer, but I’ve found that the sauce stays together that way. Another way is to heat the mac and cheese up in a saucepan on the stove, on medium low to low heat.

Recipe for Clean Out the Fridge Mac and Cheese

Inspired by Williams Sonoma Macaroni and Cheese and Creamy Skillet Mac and Cheese from Spoon Fork Bacon

Clean Out the Fridge Mac and Cheese


  • 16 oz. pasta shapes - macaroni or small shells are standard, but I like to use cellentani or fusilli (pictured)
  • 1 8oz. wheel of Brie, rind trimmed off
  • 10 oz. of cheese, shredded - I used 4 oz of Monterey Jack and 2 oz each of cheddar, parmesan, and pepper jack
  • 1/4 c. butter
  • 1/4 c. flour
  • 3 c. milk
  • 1/2 c. cream
  • 1 tsp. marjoram
  • 1/2 tsp. smoked paprika
  • 1/4 tsp. white pepper
  • 1/2 c. chicken broth (optional)


  1. Cook pasta to al dente according to the package directions. Drain and set aside.
  2. Shred whatever cheeses you're using. I do not buy pre-shredded cheese because the anti-caking agents can make it harder to melt and incorporate into a sauce.
  3. Trim the rind off the brie. Cut the brie into small pieces.
  4. Measure out the milk and cream and bring to room temperature or microwave until warm. I pour both into a glass, 4-cup measuring cup and microwave until the mixture is warm.
  5. Melt the butter over medium high heat in a large pot (I use a 5 qt pot so I have plenty of room to stir when I add the pasta. Alternatively, you can make the sauce in a high-sided skillet and pour it over the pasta when the sauce is finished).
  6. Reduce heat to medium. Add the flour, and stir. The roux will bubble and puff a bit. Stir frequently until it turns a light tan color and smells slightly nutty, about 2-3 minutes. Do not let the roux burn. If it burns, clean out the pot and start a new roux.
  7. Whisk in the warmed milk and cream, making sure there are no lumps and that the everything is well incorporated.
  8. Add the marjoram, smoked paprika, and white pepper. Turn the heat down to medium low. Allow the mixture to cook until it thickens enough to coat the back of a spoon, whisking regularly. Taste and season if necessary.
  9. Now comes the fun part: add the cheese. The most important thing to remember is don't let the mixture boil after you add the cheese. This will cause the sauce to separate and get oily. So, if your mixture is hot, remove the pot from the heat and whisk in the cheese. You can leave the pot on low, which is usually what I do, as long as the sauce isn't bubbling at all. Steaming is ok, but no bubbles. Whisk in the cheese, a little at a time, mixing until all the cheese is melted. Taste again, and add more salt and pepper if necessary.
  10. Optional: If the cheese sauce is too thick for your liking, whisk in some warmed chicken broth, a tablespoon or two at a time, to thin the sauce to your desired consistency.
  11. Once the cheese sauce is smooth, stir in the pasta and enjoy!
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 What’s your favorite cheese (or cheeses) to use for mac and cheese?
 What a great way to clean out your fridge of all those odds and ends cheeses that build up.

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