Odds and Ends Macaroni and Cheese
This easy recipe for odds and ends macaroni and cheese helps clean out your fridge while making a luscious creamy pasta supper at the same time!

Got a handful of leftover cheese in the refrigerator? Perfect! This easy homemade macaroni and cheese recipe is made for those odds and ends, turning them into a rich, creamy bowl of comfort food in about 30 minutes. Every batch is a little different, which is exactly what makes it so much fun.
Jump to:
- 🔎 A quick look at this recipe
- ⭐️ Why this recipe works
- 🧀 Ingredients you need
- 💡 Ingredient substitution ideas
- 👩🏻🍳 Here’s how to make this recipe
- 🤔 Recipe FAQs
- 🍽️What to serve with this recipe
- ⭐️ We want to know what you think!
- Odds and Ends Macaroni and Cheese
- 👩🏻🍳 Variations on this recipe
- 🥰 Other macaroni and cheese recipes we love!
🔎 A quick look at this recipe
- What It Is: The ultimate clean-out-the-fridge macaroni and cheese that’s rich, creamy, and endlessly customizable.
- Prep Time: 10 minutes
- Cook Time: 15 minutes
- Total Time: 25 minutes
- Servings: 4 servings
- Calories: 554
- Cooking Method: Stovetop
- Good For: 🏡 Cozy weeknight dinners, 🧀 Clean-out-the-fridge cooking days, 💰 Budget-friendly family meals, 📚 Back-to-school weeknights, 🥄 Meatless Monday, 🥬 Using up leftover vegetables and cheese before grocery day.
⭐️ Why this recipe works
- 🧀 Uses up leftover cheese so nothing delicious goes to waste.
- ⏱️ Ready in about 30 minutes, making it perfect for busy weeknights.
- 🎨 Every batch is unique depending on the cheeses and add-ins you have on hand.
- 🥦 A great way to use leftover vegetables like broccoli, peas, spinach, or roasted veggies.
- 🥄 Creamy, cheesy comfort food with pantry-friendly ingredients.
- 👨👩👧👦 Kid-approved and grown-up approved, so everyone at the table is happy.
- 💰 Budget-friendly because you’re making dinner from ingredients you already have.
- ✨ Easy to customize with your favorite cheeses, veggies, or even cooked bacon or ham.
There are two kinds of people: the ones who see a drawer full of leftover bits of cheese and wonder what to do with them…and the ones who immediately think, “Macaroni and cheese!”
If your refrigerator is home to odds and ends of cheddar, Monterey Jack, Parmesan, Gruyère, mozzarella, or just about any other cheese, this easy homemade macaroni and cheese recipe is about to become your new best friend.
Toss in a handful of leftover vegetables if you’ve got them, and in less than 30 minutes you’ll have a rich, creamy comfort food dinner that tastes like it was planned all along.
Around here we call it our “No Ingredient Left Behind” recipe—and somehow it’s a little different every single time, which is half the fun. 😊
You basically want 8 ounces of any cheese you have around – mix and match! Cheddar, American, Parm, cream cheese, Brie, Velveeta, goat cheese…I’ve used all of these.
You want your cheese to be either shredded or chopped. Cut off the rinds, and no worries if you miss any, you can fish them out once the cheese sauce has melted.
I like to stir in baby spinach because it cooks up super fast in with the pasta, but if you have other veggies that need to be cleared out of the fridge, feel free to sub them in! Just make sure they are cooked through if they need to be, either by dumping them in with the pasta water or cooking them on their own.
Green beans, zucchini, halved cherry tomatoes and so on…they have all made an appearance in this recipe. It’s a leftover ingredients extravaganza!
🧀 Ingredients you need

See the recipe card for full information on ingredients and quantities and nutritional information.
💡 Ingredient substitution ideas
Missing something or want to swap in something different? Check out the links below to find more ingredient substitution ideas. 👇🏻
👩🏻🍳 Here’s how to make this recipe
STEP 1: Cook 8 ounces of your favorite short pasta (we like campanelle, but elbows or penne will work just fine!) according to package directions until tender in boiling salted water. Add 9 ounces of baby spinach and stir until wilted. Drain and set aside. (And as I mentioned earlier, you can swap in any other veggie you like – just make sure it’s cooked if it needs to be.)
STEP 2: Heat 3 tablespoons of butter in a medium pot over medium-high heat until foaming. Add ¼ cup of flour and whisk to combine, about one minute. Whisking constantly, add 2 ½ cups of milk.
STEP 3: Bring this mixture to a boil, whisking constantly. Reduce heat to medium and simmer until things are thickened to the consistency of heavy cream, whisking occasionally.
STEP 4: Turn down the heat and stir in 8 ounces of assorted cheeses until cheese is fully melted (if you have used cheese with the rind on it and there are pieces of rind in the sauce, you can fish them out now if you want). Add the cooked spinach and pasta and stir over medium low heat until heated through, about 3 to 5 minutes.
🤔 Recipe FAQs
Cheeses with a strong flavor (like blue cheese) are going to give your mac and cheese a more powerful taste…but if you like that taste, any cheese will work!
Exactly what my daughter asked, and I said NO WAY. But of course you can…and/or you can swap in other veggies.
It’s best made right before you want to eat it, but if you need to make it ahead, just warm it up slowly with a little milk.
Just pop your question in the comments section below and I promise to answer pronto!
A fridge full of leftovers – it’s the gift that keeps on giving!
🍽️What to serve with this recipe
⭐️ We want to know what you think!
If you try this recipe, we would love to hear how it came out for you! I’d be super grateful if you could leave a star rating (you pick how many stars! 🌟 ) and your thoughts in the Comments section below the recipe.
Odds and Ends Macaroni and Cheese
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This easy recipe for odds and ends macaroni and cheese helps clean out your fridge while making a luscious creamy pasta supper at the same time!
- Author: Kate Morgan Jackson
- Prep Time: 10 minutes
- Cook Time: 15 minutes
- Total Time: 25 minutes
- Yield: 4 1x
- Category: Dinner
- Method: Stovetop
- Cuisine: American
- Diet: Vegetarian
Ingredients
- 8 ounces short pasta (elbows, penne, campanelle, etc)
- 9 ounces baby spinach
- 3 tablespoons butter
- ¼ cup flour
- 2.5 cups milk
- 8 ounces assorted cheeses, shredded or chopped depending on the cheese
Instructions
- Cook 8 ounces of your favorite short pasta (we like campanelle, but elbows or penne will work just fine!) according to package directions until tender in boiling salted water. Add 9 ounces of baby spinach and stir until wilted. Drain and set aside.
- Heat 3 tablespoons of butter in a medium pot over medium-high heat until foaming. Add ¼ cup of flour and whisk to combine, about one minute. Whisking constantly, add 2 ½ cups of milk.
- Bring mixture to a boil, whisking constantly. Reduce heat to medium and simmer until thickened to the consistency of heavy cream, whisking occasionally.
- Turn down the heat and stir in cheeses until cheese is fully melted (if you have used cheese with the rind on it and there are pieces of rind in the sauce, you can fish them out now if you want). Add the cooked spinach and pasta and stir over medium low heat until heated through, 3-5 minutes.
👩🏻🍳 Variations on this recipe
- 🥓 Add crispy bacon for smoky, savory flavor.
- 🍖 Stir in diced ham to make it a hearty main dish.
- 🍗 Use leftover chicken or turkey for an easy weeknight dinner.
- 🥦 Mix in cooked broccoli, cauliflower, or peas for extra veggies.
- 🌶️ Add a pinch of cayenne or a few dashes of hot sauce for a little kick.
- 🧅 Caramelized onions add wonderful sweetness and depth.
- 🌿 Finish with fresh herbs like parsley, thyme, or chives.
- 🥖 Top with buttery breadcrumbs and broil for a crispy golden crust.
- 🧀 Experiment with different cheeses—sharp cheddar, Gruyère, Gouda, Fontina, Monterey Jack, mozzarella, Parmesan, or whatever odds and ends are waiting in your refrigerator!









I love a good Odds & Ends, clean out the fridge recipe and this one for Mac & Cheese looks like a great one! But, I must say, the thing that caught my eye and took my breath away is your refrigerator. I am so envious!!! I love a clean and organized fridge and pantry. You must have the Southern Family very well trained to keep it like that…lol. The bar has been raised and I now aspire to reach new heights!
Sounds like we are birds of a feather, organization-wise! Our daughter and son-in-law have their own fridge on the other side of our multigenerational house, and let’s just say it doesn’t look like mine. :) Go for it – I love my fridge bins! They came from The Container Store, and I had a friend make vinyl labels for them. :)