Imagine diving into a bowl of creamy, cheesy potato soup that’s loaded with crispy bacon and fresh herbs. This copycat recipe brings O’Charley’s famous potato soup right to your kitchen!

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Table of Contents
What Makes O’Charley’s Potato Soup Recipe The One You Will Reach For Again and Again
Growing up in the Midwest, potato soup was a winter staple, but none quite matched the creamy perfection of O’Charley’s version. The secret? Red potatoes and Velveeta cheese. While many potato soups turn mushy, the red potatoes maintain their texture, creating hearty bites throughout the soup. Combined with the ultra-creamy cheese sauce, it’s pure comfort in a bowl.
Why You’ll Love This Recipe
- Ready in under an hour
- Perfect for feeding a crowd
- Simple ingredients from any grocery store
- Great for meal prep
- Freezer-friendly Customizable toppings
Ingredients
This loaded potato soup has simple ingredients, and the toppings take it to an extraordinary flavor level. Here’s a list of what you need:
- Red potatoes – Provides hearty texture and holds shape better than russet potatoes
- Butter – Creates rich base and helps form the roux for thickening
- All-purpose flour – Works with butter to create a roux that thickens the soup
- Half-and-half – Forms the creamy base of the soup
- Velveeta – Creates smooth, creamy texture and consistent melting
- White pepper – Adds subtle heat without visible specks
- Garlic powder – Provides savory depth
- Hot pepper sauce – Balances richness and adds subtle heat
- Bacon – Adds crispy texture and smoky flavor
- Shredded Cheddar cheese – Provides sharp cheese flavor and visual appeal
- Fresh chives or green onions – Adds fresh flavor and color
- Fresh parsley – Brings fresh herb flavor and color

Equipment Needed
- Large Dutch oven or heavy-bottomed pot
- Second large saucepan
- Sharp knife and cutting board
- Measuring cups and spoons
- Wooden spoon or whisk
- Colander or strainer
- Potato masher (optional)
How to Make O’Charley’s Potato Soup
- Cook bacon until crispy. Break into small pieces.
- Dice unpeeled red potatoes into 1/2-inch cubes.
- Place potatoes in a large saucepan or Dutch oven, cover with water, and bring to a boil.
- Boil potatoes for 10 minutes or until 3/4 cooked.
- In a separate large Dutch oven, combine melted butter and flour, mixing until smooth.
- Place over low heat and gradually add half-and-half, stirring constantly until smooth and liquid begins to thicken.
- Add Velveeta and stir well to blend the melted Velveeta into the soup base.
- Drain potatoes and add to cream mixture.

- Stir in pepper, garlic powder, and hot pepper sauce.
- Cover and cook over low heat for 30 minutes, stirring occasionally.
- Place soup into individual serving bowls and top with crumbled bacon, shredded cheese, chives, and parsley.

Pro Tips for Perfect Results
- Don’t peel the potatoes – the skins add color and nutrition
- Keep heat low when melting Velveeta to prevent scorching
- Stir frequently to prevent sticking
- Test potato doneness with a fork before adding to soup base
- For thicker soup, mash some potatoes against side of pot
Troubleshooting Common Issues
Soup Too Thick?
- Add warm milk or half-and-half gradually until desired consistency
Soup Too Thin?
- Simmer uncovered to reduce
- Make a small amount of roux and whisk in
Grainy Texture?
- Lower heat when melting cheese
- Add cheese gradually
- Use freshly grated cheddar for topping
Recipe Scaling
- To halve: Reduce all ingredients except seasonings (adjust to taste)
- To double: Double all ingredients, use larger pot
- Cooking time remains the same
Dietary Modifications
- Gluten-free: Use 1:1 gluten-free flour blend
- Lighter version: Use milk instead of half-and-half, reduced-fat cheese
- Vegetarian: Omit bacon, add smoked paprika for smoky flavor
What to Serve with O’Charley’s Loaded Potato Soup
Pair this soup with a salad or sandwich to complement its flavors. For instance, serve it with a chicken bacon ranch sandwich, mixed greens salad, jalapeno grilled cheese, or a wrap!
You can also enjoy it with something lighter, such as focaccia bread, dinner yeast rolls, or a side of fresh fruit. The flavorful soup doesn’t clash with many foods, which makes it easy to choose accompaniments.
How to Store This Homemade Soup
You can either refrigerate or freeze this soup since it reheats well. For either storage method, you need to transfer it to an airtight container first.
Keep the toppings, such as the chives, bacon, and shredded cheese, separate in resealable bags. The soup will last about 3-4 days in the refrigerator and up to 6 months in the freezer. If you freeze the soup, thaw it in the refrigerator overnight before you reheat it.
What is The Best Way to Reheat Loaded Potato Soup?
Reheat the leftover soup in a pan on the stovetop over medium heat, stirring occasionally. You can add more half-and-half or milk if it is too thick.

More Potato Soup Recipes
- Country Potato Soup
- Hard Rock Cafe Potato Soup
- Houlihan’s Baked Potato Soup
- Houston’s Baked Potato Soup
- Panera Baked Potato Soup
- Plain Potato Soup
- Ultimate Potato Soup
Favorite Potato Recipes
Check out my easy soup recipes and the best restaurant copycat recipes here on CopyKat.com!
O’Charley’s Loaded Potato Soup
Ingredients
- 3 pounds red potatoes
- 1/4 cup butter melted
- 1/4 cup all-purpose flour
- 8 cup half-and-half
- 16 ounces Velveeta cubed
- 1/2 teaspoon white pepper
- 1/2 teaspoon garlic powder
- 1 teaspoon hot pepper sauce
- 1/2 pound bacon
- 1 cup shredded Cheddar cheese
- 1/2 cup fresh chives, chopped
- 1/2 cup fresh parsley, chopped
Instructions
- Cook bacon until crisp. Crumble bacon and set aside.
- Dice unpeeled red potatoes into 1/2-inch cubes.
- Place potatoes in a large Dutch oven, cover with water, and bring to a boil. Let boil for 10 minutes or until 3/4 cooked.
- In a separate large Dutch oven, combine melted butter and flour, mixing until smooth.
- Place over low heat and gradually add half-and-half, stirring constantly. Continue to stir until smooth and the liquid begins to thicken.
- Add Velveeta and stir well.
- Drain potatoes and add to cream mixture.
- Stir in pepper, garlic powder, and hot pepper sauce. Cover and cook over low heat for 30 minutes, stirring occasionally.
- Place soup into individual serving bowls and top with crumbled bacon, shredded cheese, chives, and parsley.
I love how you made this recipe,,soo easy for me to follow, and it turned out perfect !!! This is going to be put in my family cookbook 😁
Best soup ever!
I have been making this recipe for years. My family’s favorite. My granddaughter requests this for her birthday every yezr.
Can this be done in the instant pot?
I would have to try it a few times, nothing in here needs to be cooked for too long.
The most perfect version!
Such a great winter soup with all the heartwarming ingredients. This recipe is a keeper.
It was a huge hit for dinner last night!
Loved how flavorful this was! All of the bowls came back empty.
Exactly the comfort food I need right now!
So good! It was really cold tonight so this was perfect for warming up and getting cozy.
This is exactly what I need on these cold days!
Soooo creamy and perfect! Love it!
I especially like red potatoes, what a great soup!
Cheesy carby ecstasy!! This potato dish goes with everything!
We LOVE this soup!!
It’s been unseasonably cold here this week and your yummy soup was the perfect comfort food!!
Any idea on how to make this in an instant pot?
Name of the soup is Loaded Potato, not baked.
“Me”: OK, really? I thought I was the grumpy one, but you bested me.
This looks so scrumptious, but I can bring myself to eat neither Velveeta nor dehydrated cheese mix. Needless to say, I won’t be eating this soup at O’Charley’s again! I’ll miss it!
I am sorry you won’t be able to enjoy this soup anymore. It’s good soup.
I tried to make this recipe once a while back because I love ocharlys. I used a LG Dutch oven but burnt the cheese. A slow cooker is how I normally make all my soups.. how can I do this recipe in the slow cooker?
I made this dish and it turned out amazing. If I had thought about it I would have taken a picture. I boiled the potatoes in low sodium chicken broth. The family loved it. It made a lot and I freezed the rest and I hope it holds up.