Beer Cheese Soup with Popcorn

Beer Cheese Soup with Popcorn

The first time I had a Beer Cheese Soup was in the ’80s, at the now demolished Baby Doe Matchless Mine in Denver. I loved it, but I was young, I had a small child and I couldn’t be going to Baby Does just to eat their soup. I could never seem to duplicate it at home – but I ran into a former employee who clued me in: Cheez Whiz with beer. Yup, you heard right. Well, my Beer Cheese Soup with Popcorn is NOT that soup!

Beer Cheese Soup with Popcorn

Beer Cheese Soup with Popcorn


My Beer Cheese Soup is a grown-up soup with serious cheese flavor. And my grown-up palate thinks it’s much better than Baby Doe’s, although admittedly I loved that soup more before I found out the Cheez Whiz part. I remember I was actually a little crushed. Does that make me a food snob? Yeah, probably. Anyway, if you love Beer Cheese Soup, I think you’ll love this version. It’s pretty classic and my absolutely fave Beer Cheese Soup. And if you’re wondering why popcorn? It’s a Minnesota thing, you betcha!

About Beer Cheese Soup with Popcorn:

So after finding out about Baby Doe’s soup, I spent years trying different recipes, methods, cheese, beers and so on. Well, it’s not like ALL my time was spent in this endeavor, but I revisited it at least every winter for about 30 years. I wanted a substantial soup with a beautiful texture. Like Goldilocks, I had certain principles. It couldn’t be too thin or too thick, it had to be just right.

Of course, I wanted SERIOUS cheese flavor, beer, and vegetables, all in a soup rich and creamy without being over too too over the top. A soup I could make up any old winter night and we could eat in front of the fire when the temperature or the snow (or both) is falling; a soup that warms body and soul.

And I wanted a cheese soup that could easily be whipped up from what’s around the house. I specifically didn’t want to use cream or half and half, or any ingredient that might send me out in that foul cold to the store. I didn’t want much, did I? But here it is, outstanding made with fine cheese and Artisan beer, still perfectly wonderful even with a grocery store cheddar and any bottle of beer you happen to around.

Now if I’m not serving this simply with popcorn, I like to serve it with my easy no-knead overnight Crusty Bread, and it’s great with Pretzel Buns, too. And of course, you can top with plain old crackers, oyster crackers, crushed up pretzels, croutons, bacon and/or chives if you prefer. If you use popcorn, it’s served on the side; popcorn gets soggy fast, so add it bit by bit as you eat. And bread bowls? I don’t’ really use them but this would be the perfect bread bowl soup!!

Beer Cheese Soup with Popcorn

Beer Cheese Soup with Popcorn

Making Beer Cheese Soup with Popcorn:

So making all those beer cheese soups taught me a lot. The failures probably taught me more than the successes! I know a lot of people have issues with making beer or any cheese soup. Not with this recipe hopefully! I’m gonna give you all my tips for success. See the recipe is important as is the cheese and especially the choice of beer but what really makes the difference is good technique. You’d hope all the instructions would all be built in any recipe you use, but so often it isn’t. If you’re a pro at this, just skip it all and move to the recipe but if you’ve ever had issues with your Beer Cheese Soup, I hope you’ll find something below that helps! 🙂

One thing to think about first. The type of and age of the cheese and the style and type of beer define this soup. The combinations can give you an almost endless variation to the flavors. Whatever you do, use the cheese and beer that you like and think about how it might taste; for instance, if you don’t like sharp Cheddar, don’t use it in this soup and expect to like it. Even if the recipe calls for it. If you don’t like a dark, strong bitter beer, you’re not going to like it in the soup because your soup will be dark and bitter. As a matter of fact, if you do like dark bitter beer, you still might not like it in your soup!

The Beer Cheese Soup can be made in two ways.

  • With the veggies, which are in a very small dice, intact.
  • With the soup blended to incorporate the veggies.

Either way, those veggies have to be cooked very well to they are literally very soft. So soft you can pretty much just mash them with a fork. I prefer them intact, myself. I feel sometimes if they are blended the cheese can attach itself to the fiber in the veggies.

See my post on popcorn if you’d like to make Freshly Popped Homemade Popcorn for this recipe. I know that’s basic stuff, popcorn, but there’s always someone somewhere who hasn’t made it or wants to know more about it!

Beer Cheese Soup with Popcorn

Beer Cheese Soup with Popcorn

Everything You Need to Know about Making Beer Cheese Soups:

Cheese: Always use a block and grate it yourself; grated cheese has anti-caking agents and doesn’t melt as smoothly as cheese that you grate. Note the recipe below calls for a pound of cheese, grated, not one pound of grated cheese, a distinction that might not be clear if you’re new at reading recipes.

Now, most cheese soups are made with Cheddar but there are a lot of options from grocery store to artisan to aged. You can go with orange or white cheddar, add a little smoked cheddar, and use anything from mild to sharp or a combination. Or if you’d like you can use another type of cheese, in all or in part. Gouda, Gruyere, Havarti or Provolone and even a little bit of Parmesan all work well combined with the Cheddar. This soup can be pureed or not; if you’re using a white cheese and puree the veggies, the carrots will turn the soup pale orange. If you don’t mind getting a little spendy, Tillamook is my absolute first choice but I’ve made this plenty o’ times with grocery store cheddar!

Beer: I’m no beer expert and the choice is yours but I’d stay away from bitter. Lighter or nutty Ales and many Lagers are usually good, anything from pale to amber to dark. Some fall lagers are amazing. I think some of the Octoberfest beers would be great, and I’ve used light Belgian beer, a Trappist beer, and India Pale Ale before. The last time I made this, I used Blue Moon. And if you don’t like beer or can’t have it? Just use extra chicken broth.

Vegetables: The vegetables are going to be in a small dice; seriously small, like a 1/4 to 1/3 of an inch. They need to be cooked to very soft. You’ll want to cook them right, slowly, until they almost but not quite brown. That’s gonna take 20, 25 minutes or so, maybe longer. If you are using a white cheese and want to puree, you might want to leave the carrots out.

Shortcut: When I dropped my veggies on the floor right after they were done, I came up with an effort saving shortcut. Add two tablespoons water to a bowl, add the veggies, cover and poke with a knife to vent it. Microwave on high for about 15 minutes, stopping to stir (and check water level) two or three times. Then add them to your Duch oven with the butter and oil, heat through and take them to the point of almost but not quite browned. If you are using a white cheese and want to puree, you might want to leave the carrots out.

Butter & Oil: I call for both; the butter for flavor, the oil to raise the smoking point. And it seems like a lot but it is the minimum needed to get the roux, which is made on top of the veggies, to cook well. I don’t typically use bacon as a garnish but if you do, use can use the drippings instead of some of the butter.

The Roux: When you add the flour to the veggies (and dip and scoop then level off that flour; don’t fill your measuring cup by the spoonful like you might do if you are a baker) cook it for several minutes, three or four, stirring almost constantly. Watch the pan, as it starts to stick to the pan, don’t burn it, and know it’s probably done. Taste it. It won’t taste good but it shouldn’t taste awful and of raw flour. If it tastes bad, turn down the heat or maybe remove the pan from the heat, and keep stirring.

Adding Stock: Add in your stock and beer in increments, maybe about a cup and a half at first, stirring at first, and it will turn into a paste, then add a little more and it will start to get thinner. Switch to a whisk and keep adding, then when the stock is in, bring it to a good simmer and simmer for three or four minutes, stirring often. When it’s thickened turn the heat off. This is the base of your soup and it’s what makes it thick and creamy.

The Stock: You can use any, homemade or store-bought, but if that store-bought stock tastes bad (and some of them are horrible) it’s going to do nothing good for your soup. Hold off on any salt until the end if your stock has salt, then taste and adjust. Don’t sweat a small discrepancy in measurement if your can size isn’t exact. Make any difference up with a bit of water if needed.

The Dairy: You need whole milk for this at the very least. You can go with half and half although for me that’s too rich. Anything less than whole, without that fat content, might cause the dairy to get grainy. After adding the dairy, do not bring this back up to a simmer or a boil! Be very careful when reheating too; heat it gently, stirring often, or parts of the soup could get too hot and the soup could break or get grainy while the rest is still cold.

The Cheese: Working quickly, add that cheese immediately in little small handfuls. Like pinching your fingers together to pick it up handfuls, maybe 1/4 to a 1/2 a cup at a time, stirring with a whisk until dissolved before adding the next. Adding that cheese too fast to a liquid that’s too hot will cause the cheese to break and get grainy,

Popcorn: I think I’m morally opposed to popcorn packets; I really prefer to pop my own for the safety of the workers, my own and for the savings. See, I told you I suspected I have tendencies to be a food snob! I have a whole post about Freshly Popped Popcorn if you’d like to see it.

Blending: This soup can be blended or not. The veggies need to be very well cooked either way, but if they aren’t cooked soft enough when you blend, the soup will be fibrous. You can use a stick blender or and actual blender and puree the veggies before adding the milk and cheese, but work fast or reheat before the milk goes in.

Additional Veggies: This soup can be varied by adding in broccoli, cauliflower, diced parsnips, red potatoes or roasted red peppers or just about anything you’d like. I’d suggest cooking them in a separate pan and adding after the cheese so the veggies are cooked just to your taste, the soup doesn’t get discolored and so you can control how much they are cooked. That separate pan is an optional suggestion, though, and up to you.

Meat Options: Top this soup with crumbled bacon or a little smoked sausage (cooked) or add bits of ham to it. My Wisconsin neighbors favor adding cooked, sliced brats or some other type of cooked sausage to soups like this. Andouille will add a little heat. You can start the soup out by sauteing bacon or sausage, then removing it and using whatever fat is left behind to sub in for part of the oil and butter.

Reheating: If you’re reheating in the microwave be sure to stop often and stir, and stir often if on the stovetop. Your best be there would be to use a heavy pan. Heating even parts of the soup too fast to too hot can thin out the soup and make it watery or break the soup and/or make it grainy. Note that this soup thickens after being refrigerated; wait until it’s reheated to determine if you need more liquid.

Leftovers: The soup can be gently reheated (see above) but leftover soup can be served with noodles for an instant mac and cheese, used as a dipping sauce, added to mashed potatoes for a cheesy version, or served over vegetables like cauliflower, broccoli, Brussels sprouts.

Slow Cooker: Yes this can be put in a slow cooker for a party or potluck. Use the low function if possible. And you might want to double it so there is enough for everyone but also so there is enough volume in the slow cooker.

Saving Money on Beer Cheese Soup with Popcorn:

This post is already too long, so I’m just going to address the two pricey items, the beer, and the cheese. As far as the beer, watch the sales, especially around holidays, when you might want to check several stores for the best prices and sign up for email alerts. If you’re not in danger of going through it all, stock up when on sale – no judgment here; that’s why I can’t stock up on chocolate, lol!

As far as the cheese, if you’re looking for a better cheese watch Trader Joes, Aldi or your buyer’s club. Again, sign up for emails if a cheese shop is an option. At the grocery store, really watch for sales; there’s almost always one brand or another at a discount.

Beer Cheese Soup with Popcorn

Beer Cheese Soup with Popcorn


Beer Cheese Soup with Popcorn

  • Author: mollie
  • Prep Time: 10 minutes
  • Cook Time: 50 minutes
  • Total Time: one hour
  • Yield: 6 servings about 8 cups 1x
  • Category: Soups
  • Cuisine: American


  • 1 large onion, finely diced
  • 2 large ribs of celery, finely diced
  • 4 medium carrots, finely diced
  • 3 cloves garlic, pressed
  • 2 tablespoon olive oil
  • 6 tablespoons butter
  • 1/2 cup of flour (scooped, not spooned)
  • 1 3/4 cup of chicken broth, homemade or canned (use 1 can, about 14 ounces)
  • 1 bottle of beer (the type of beer will determine taste of the soup – use something you love.)
  • 2 1/4 cups whole milk or half & half (see note)
  • dash or two of Worcestershire
  • makes 8 cups1/2 teaspoon mustard powder
  • pinch of cayenne
  • 1/4 teaspoon pepper
  • salt to taste
  • 1 pound cheddar cheese, grated
  • popcorn for garnish


This soup can be made two ways – the vegetables can be left intact in the soup, or the vegetables can be pureed. If serving with the vegetables intact, take care in the cutting so they are uniform. If blending, give them a rough chop and pulse them in a food processor.

Heat two tablespoons oil in a large pan, a cast iron is perfect, over medium heat. Add vegetables and saute, adding a little water if needed to keep them from sticking until very soft. Once softened, add the butter and turn the heat up a little and bring the vegetables right to the edge of browning. Add garlic and cook about a minute longer.

Sprinkle the vegetables with flour and stirring often cook for three to four minutes or until the vegetables lose that floury taste. Add in the stock and beer in increments, stirring at first then switching to a whisk and bring to a boil. Cook until thickened, making sure to get into the corners of the pan, three to four minutes. It should be thick enough to coat the back of a spoon and not fill in when a finger is run across it.

If blending soup, turn down the heat and use a stick blender now or remove the contents of the pan to a blender, working in batches if needed. Return to the pan. If the soup is not still piping hot, reheat. If not pureeing, proceed.

Turn heat off and add the milk, whisking in, then the Worcestershire, mustard powder, cayenne, and pepper. Hold off on any salt until soup is finished. Add, in very small handfuls, the shredded cheese, whisking well after each addition to melt and blend. Work as quickly as possible but don’t rush; this will take several minutes. This will ensure you’ll have a smoother soup. Taste for salt and add as needed.

Serve immediately with popcorn.

Note: if using half and half, don’t open a new carton for the odd 1/4 cup; milk is just fine

Keywords: Alcohol, Bargain Meal of the Week, Beer, beer cheese, Carrots, cheddar, Cheese, Chicken Stock, milk, Popcorn, Soup

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4 thoughts on “Beer Cheese Soup with Popcorn

  1. Doug Farmer

    My first introduction to this was at the state fair up in either Minnesota or Wisconsin. It was back in the 80s so my memory is a bit foggy. Anywho, a caterer at the main stage (I was part of a traveling concert production crew) served it but insisted on using stale popcorn because it retained substance longer when dunked in the soup. I’ve loved it ever since… thanks for the recipe!

    • FrugalHausfrau

      Hi Doug, that’s so interesting about the stale popcorn. (I didn’t know there was such a thing, lol!! I suppose you’d have to make it ahead and then try not to eat it! You must have some fascinating stories about your traveling adventures!

  2. Betty

    Ha Ha Ha, I have eaten at Baby Doe’s!! I also worked as a cook at The Hungry Farmer in CO when I was 20 in the early 80’s and made gallons of cheese soup. I like your recipe!! I agree about not buying microwave popcorn!!

    • Hi Betty! It was so fun to see your comments – it’s a small world! 🙂 We must be just about the same age and I remember it seemed like there were so many cool places in Denver…of course, after I had kids, it was a whole different story…but boy do I miss the Mexican food now that I’m in the Midwest!

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