On low heat, melt butter, add flour stirring with a wooden spoon, until smooth. Let bubble gently for a minute. Careful not to burn. Add spices, stir. Slowly add milk, while whisking. Keep stirring over med-low heat until it starts to thicken. Turn to low. Add all of cheese, stir until melted, with the wooden spoon, then add beer, stirring until it is heated through. Do not boil!
Ladle into bowls and top with popped popcorn!
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Grammabobbie's Beer Cheese Soup (cont.)