Two Peas and Their Pod

Butternut Squash Mac and Cheese

Josh has been doing most of the cooking ever since we had our sweet baby, but he always asks me what he should make for dinner. Lately, my answer has been butternut squash. I’ve been on a butternut squash kick ever since we made the Maple Roasted Butternut Squash & Apple Salad. I could eat that salad every night, but I think Josh was starting to get sick of it. So instead, I suggested we make Butternut Squash Mac and Cheese. Josh was happy to hear my suggestion because he loves mac and cheese. We were both excited about this meal.

If you are a little skeptical about adding butternut squash to your mac and cheese. Don’t be. It makes the most creamy, flavorful mac and cheese ever! Josh roasted the butternut squash before pureeing it to bring out the best flavors. He used aged white cheddar and sharp cheddar cheese. He also added in chopped fresh rosemary and topped the mac and cheese with whole wheat breadcrumbs.

This Butternut Squash Mac and Cheese is a great meatless main dish. It is comforting, filling, and delicious. We served it with a simple green salad and it made the perfect meal. You can also serve this mac and cheese as a side dish. It would be a great addition to your Thanksgiving feast. The fall flavors are incredible! Josh was happy my butternut squash obsession lead us to this tasty Butternut Squash Mac and Cheese recipe. It is going to be a fall favorite meal from now on.

Butternut Squash Mac and Cheese

Yield: 6-8 servings

Cook Time: 45 minutes


1/2 medium butternut squash, peeled, seeded, and chopped
1 tablespoon olive oil
Kosher salt and pepper
1/2 pound elbow macaroni
2 1/2 cups milk, divided
2 tablespoons butter
3 tablespoons flour
1/8 teaspoon ground nutmeg
1 tablespoon fresh chopped rosemary
1 cup aged white cheddar cheese, shredded
1 cup sharp cheddar cheese, shredded
3/4 cup whole wheat breadcrumbs


1. Preheat oven to 400 degrees F. Place butternut squash chunks on a large baking sheet. Drizzle olive oil over the squash and toss. Sprinkle with kosher salt and pepper. Roast for 20-30 minutes or until tender, turning once.

2. While the butternut squash is roasting, cook macaroni according to package directions, drain well. Set aside.

3. Add butternut squash to food processor or blender and puree until smooth. Add in 1/2 cup of the milk and puree again. This will help thin out the butternut squash.

4. In a large skillet over medium heat, add the butter. When the butter is melted whisk in the flour. Add the nutmeg. Cook for 2 - 3 minutes, whisking constantly, or until flour mixture smells nutty. Add the remaining 2 cups of milk and whisk until mixture is smooth. Turn heat to high and bring to a boil while continuing to whisk. After sauce has thickened, turn heat to low and whisk in butternut squash mixture. Stir in the fresh rosemary. Add the cooked macaroni to the pan and stir until the macaroni noodles are well coated. Season with salt and pepper, to taste.

5. Grease a 2 quart casserole dish. Pour half of the macaroni noodles into the pan. Sprinkle half of the aged cheddar and sharp cheddar over the macaroni noodles. Add the remaining noodles and then top with the rest of the cheese. Sprinkle breadcrumbs on top.

6. Place the pan in the oven and bake for 25-30 minutes, or until macaroni and cheese is bubbling. Remove from oven and let rest for 5 minutes. Serve warm.

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130 Responses to “Butternut Squash Mac and Cheese”

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  2. Irene — October 14, 2012 @ 7:18 pm

    This recipe actually makes enough sauce for a whole pound of pasta! I add chopped up cauliflower to the boiling pasta water and mix all in to add some more nutrients. This dish is a good meal all on its own.

  3. Natalie — October 20, 2012 @ 9:44 am

    Made this last night and it was easy and EXCELLENT. Hubby loved it. Thanks!

  4. Rolaa — October 27, 2012 @ 6:12 am

    That was delish! And even my fussy toddler asked for more, and was disappointed when there was nothing left! I’ll be making this again! :-)

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  6. Anessa — December 11, 2012 @ 10:38 pm

    I had some leftover pureed butternut squash just waiting in freezer. This made easy and yummy dinner for me tonight!

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  8. Melissa — January 25, 2013 @ 6:34 pm

    I just made this exactly as written and it was DELICIOUS! My six yr old who will not go near squash had seconds! Thanks for a great recipe- totally going into our ‘rotation’!

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  10. Karin — March 1, 2013 @ 1:14 pm

    About how much squash does 1/2 a butternut come out to? I’ve got frozen, puréed squash from last fall’s CSA take and I’d love to use some for this recipe!!

    • Two Peas replied: — March 1st, 2013 @ 2:28 pm

      We used about 1 1/2 cups of chopped butternut squash.

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  12. Christy Mabee — May 29, 2013 @ 11:20 am

    I’ve been making this for awhile now. It’s very tasty. To speed up the process, I cook the squash in th microwave. I also used less cheese by using extra sharp cheese.

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  14. Jon — October 7, 2013 @ 8:56 pm

    Delicious! I added kale and roasted tomatoes from the garden. Also threw a Thai chili pepper (from the garden too) in with the squash purée. Yum!

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  20. Laura — November 17, 2013 @ 12:28 am

    This recipe is soooooooo good. Thank you for sharing. I know what I’m bringing to my next pot luck!!

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  24. Danielle — December 7, 2013 @ 2:05 pm

    What is the best way to make this ahead? Freeze after baking or before? Thanks!

  25. Naomi — February 9, 2014 @ 6:47 pm

    Oh, this looks so good. I got really excited for a minute thinking that was a macaroni and “cheese” recipe. My kids are lactose free, and we have yet to find a cheese that actually melts. But I might have to try this so me night when they aren’t here. (In 11 years…HA! or if they go to Grandma Camp)

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  34. ritu B — October 21, 2014 @ 4:07 pm

    Just made it. Super Yummy ! Thanks.
    Recipe is a keeper.

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  40. Leila — November 24, 2014 @ 9:15 am

    Can you provide some advice unmake ahead and reheating? Thanks!

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