Prime Rib Macaroni and Cheese

Make this rich, satisfying comfort food classic with a twist when you try my prime rib macaroni and cheese recipe! Divinely creamy cheese sauce combines with tender al dente pasta and perfectly pan-seared portions of cooked prime rib to make this filling meal! It's an easy leftover dish to make that everyone will rave about!

Jump to:

• Rich, Beefy Homemade Mac & Cheese
• 🥘 Ingredients
• 🔪 How To Make Leftover Prime Rib Mac & Cheese
• 🍽️ What To Serve With Mac and Cheese
• 💭 Angela's Pro Tips & Notes
• 🥡 Storing & Reheating
• ❔ What If I Don't Have Leftover Prime Rib?
• ❔ Can I Make This Leftover Dish Ahead Of Time?
• ❔ Can I Use Low-Fat Milk Or Non-Dairy Milk?
• ❔ How Do I Prevent The Cheese Sauce From Turning Grainy?
• 🍝🧀 Cheesy Macaroni Recipes
• 📖 Recipe Card
• 💬 Reviews

Rich, Beefy Homemade Mac & Cheese

This is another great leftover dish my family and I enjoy making when cooking prime rib! It's such a popular meal, truly a decadent treat, and always disappears fast!

As with all of my leftover recipes (especially prime rib leftover recipes), you can trust that my tried and true dishes will be as good or better than your roast!

See my prime rib stroganoff, prime rib pasta, or prime rib ragu for great pasta dishes to use up your prime rib leftovers!

🥘 Ingredients

• Pasta - 12 ounces of macaroni or your preferred short pasta variety like penne, fusilli, rotini, or one of my best pasta types. I felt like a fancy noodle should be paired with my prime rib, so I opted for cellantini. Cook your pasta until al dente, then drain and set aside.
• Prime Rib Leftovers - 1 pound of leftover prime rib diced into small bite-sized pieces.
• Gravy - 1 cup prime rib gravy (or prime rib au jus) to combine with and heat the beef.
• Butter - 2 tablespoons butter to make the roux, or a butter substitute.
• Flour - 2 tablespoons all-purpose flour to combine with melted butter as the roux. You can use an all-purpose flour substitute or gluten-free flour.
• Seasoning - ¼ teaspoon of garlic powder, salt, and black ground pepper.
• Dairy - 1 cup of milk, I recommend using whole milk or half & half. Use a milk substitute if you're out of milk.
• Cream Cheese - 4 ounces softened and cubed cream cheese or a cream cheese substitute. Setting your cream cheese out at room temperature for 15 minutes before starting is usually long enough to take the chill off.
• Cheese - 2 cups shredded cheese (use medium or sharp cheddar, colby, colby-jack, gouda, or any combination of good melting cheese). See my best cheeses for mac or guide to the best melting cheeses!

*Be sure to see the free printable recipe card below for ingredients, exact amounts & instructions with tips!*

🔪 How To Make Leftover Prime Rib Mac & Cheese

This easy stovetop mac is started with a roux for that familiar creamy cheese sauce that makes macaroni and cheese so good!

Grab your knife and cutting board to chop up your leftovers, then measure the rest of the ingredients! This recipe comes together quickly!

You can dish up 4-6 generous portions, more if you serve with a side salad or some veggies.

Prep Leftovers & Cook Pasta

Step 1: Cook the pasta. Start your salted pasta water to bring it to a boil. Add the 12 ounces (340.2 grams) of uncooked macaroni and cook until al dente, usually a minute shy of the boxed instructions. Drain and set aside when done.

Step 2: Prep the leftovers. Chop the 1 pound (453.59 grams) of prime rib roast leftovers into bite-sized pieces. Set it and the 1 cup (236.59 grams) prime rib gravy or au jus aside until ready to heat.

Make The Cheese Sauce

Step 3: Start the roux. Add 2 tablespoons butter to a medium-sized saucepan. Melt over medium heat and whisk in the 2 tablespoon all-purpose flour with seasoning (¼ teaspoon each garlic powder, salt & ground black pepper). Cook for 2 to 3 minutes over medium heat, whisking continually.

Step 4: Add milk and cream cheese. Stir in 1 cup (236.59 milliliters) milk gradually, whisking until combined. Add the softened 4 ounces (113.4 grams) of cream cheese. Stir until melted and the sauce begins to thicken.

Step 5: Melt the cheese. Remove from heat, then stir in the 2 cups (224 grams) shredded cheese until melted and smooth.

Step 6: Combine with pasta. Stir in the cooked, drained macaroni until well coated with cheese sauce. Keep warm on low heat if needed while you heat the leftovers.

Heat Prime Rib & Serve

Step 7: Heat the leftover prime rib. Combine the prime rib pieces with prime rib gravy or au jus in a skillet over medium heat until heated through, about 5-6 minutes.

Step 8: Portion and serve. Spoon macaroni into serving bowls and top with hot prime rib in gravy.

🍽️ What To Serve With Mac and Cheese

If you want a veggie side for this savory macaroni and cheese version, try steamed or roasted broccoli. A simple wedge salad or coleslaw would be an easy pairing, too!

A Southern-inspired side would be some cornbread - try my jalapeno cornbread, sour cream cornbread, or creamed corn version!

💭 Angela's Pro Tips & Notes

• Use freshly grated cheese. The packaged store-bought shredded cheese (while very convenient) has an anti-caking coating on it to prevent sticking and clumping. This affects how well it melts and your cheese sauce's creaminess.
• Don't overcook the pasta. The perfect al dente texture is best as the pasta will continue to cook a bit when mixed with the cheese sauce. You don't mushy macaroni!
• Cook the roux. This step is important to avoid a raw flour taste in your cheese sauce.
• Season carefully. There's already seasoning on your prime rib and in the gravy or jus. If you season the mac aggressively, the flavor may be overwhelming once combined.
• Add the milk slowly. Pouring the milk in while whisking, then adding more and whisking again, helps to keep your sauce divinely smooth.
• Melt the cheese off the heat. Add a bit of cheese at a time and stir until melted. Return to low heat if you need to warm the sauce back up to help melt the cheese.
• Adjust cheese sauce consistency. If you add the cheese slowly and reach your desired consistency, you may have some leftover cheese. If you end up with thick cheese sauce, add a splash of milk to thin it back out.

>>>>See all of my recipes here<<<<

🥡 Storing & Reheating

Cool completely, then store leftovers in an airtight container in the refrigerator. Reheat and enjoy within 3-4 days.

Freezing

Cheese sauces don't freeze exceptionally well, but you can freeze this dish for later. Portion into freezer storage containers and freeze for up to 2 months. Thaw in the fridge overnight before reheating. See my guide here on how to freeze macaroni & cheese.

Reheating

Reheat on low heat on the stove or in the microwave, adding a little milk if the sauce has thickened. See more great info on how to reheat mac and cheese.

❔ What If I Don't Have Leftover Prime Rib?

If you don't have leftover prime rib, you can use any cooked beef that's tender and flavorful. Alternatively, you can cook a ribeye or steak specifically for this mac & cheese recipe.

❔ Can I Make This Leftover Dish Ahead Of Time?

Macaroni and cheese is best served fresh, but you can cook the pasta and prepare the cheese sauce in advance. Reheat and combine when ready to serve, then top with the heated prime rib.

❔ Can I Use Low-Fat Milk Or Non-Dairy Milk?

Whole milk or half & half is recommended for creaminess, but you can use low-fat milk for a lighter version. Non-dairy milk can also be used, but the sauce may be less rich.

❔ How Do I Prevent The Cheese Sauce From Turning Grainy?

Start with freshly grated cheese and omit the pre-packaged shredded cheese. Remove from heat and add your cheese to the sauce gradually to prevent the sauce from becoming grainy. Stir constantly until the cheese is fully melted.

🍝🧀 Cheesy Macaroni Recipes

• Paula Deen's Macaroni & Cheese - A favorite celebrity recipe that my family and I enjoy making!
• Southern Baked Mac & Cheese - My cheesy recipe combines three cheeses and bakes perfectly!
• Sour Cream Mac - Add a tangy flavor to your usual recipe with this easy-to-make stovetop mac & cheese!
• Oven Baked Mac With Smoked Sausage - Make it a meal with my baked mac loaded with sliced sausage and broccoli florets!

📖 Recipe Card