Butternut Squash Macaroni and Cheese

5 from 1 vote
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Macaroni and cheese is practically a love language in my house. The kind of meal that gets requested on repeat, the one I know will get eaten without a second thought – until, of course, the day my child decides he no longer trusts melted cheese. But for now? This Butternut Squash Macaroni and Cheese is in the rotation, and I’m taking the win.

It’s creamy, cozy, and exactly what you want from a bowl of mac and cheese, but with a little secret: that velvety sauce is packed with roasted butternut squash. It blends right in, adding a subtle sweetness, extra richness, and a sneaky serving of vegetables that no one seems to question. The cheese? Melty and luscious. The top? Golden and bubbly. It’s comfort food at its best.

Make it for an easy weeknight dinner, meal prep it for lunches, or serve it up as a side when you need something crowd-pleasing. However you spin it, this one’s a keeper.

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😍 Why You’ll Love My Butternut Squash Macaroni and Cheese

If your kids are anything like mine, macaroni and cheese is basically its own food group. This version? It’s a cozy, creamy, slightly more grown-up take on the classic—but still kid-approved. The butternut squash blends right into the cheese sauce, adding a little sweetness, a velvety texture, and (bonus!) an extra serving of vegetables without anyone noticing.

It’s the kind of meal that feels indulgent but still gives you that I snuck in a vegetable satisfaction. The cheese sauce is rich, smooth, and endlessly adaptable – use what you have, mix up the cheeses, swap in your favorite pasta. And that golden, bubbly top? Just wait until you take the first bite.

Make it on a weeknight for an easy dinner, or serve it up for the kind of comfort food moment that makes everyone linger at the table just a little longer.

🗒️ Ingredients

Butternut squash – Roasted until sweet, tender, and ready to melt into the sauce.

Pasta – Whatever shape makes you happy, just shy of al dente.

Milk – The base of the creamy sauce—use what you love.

Cheddar cheese – Sharp, melty, and the heart of that velvety goodness.

Parmesan cheese – For a little salty, golden magic on top.

Nutmeg – Just a pinch for warmth and depth.

Salt – To bring out all the flavors.

Olive oil – A drizzle to help the squash caramelize beautifully.

Butter – To keep things rich and the baking dish happy.

👩‍🍳 How to Make my Butternut Squash Macaroni and Cheese

🔥 Preheat your oven to 400°F.

🔪 Cut the butternut squash in half lengthwise, scoop out the seeds, then drizzle with olive oil and season with salt and pepper. Place cut side down on a baking sheet and roast for 35-40 minutes, until fork-tender. Let it cool just enough to handle.

🧂 Meanwhile, bring a large pot of salted water to a boil and cook your pasta until just shy of al dente – about three minutes less than the package suggests. Drain and set aside.

🥄 Lower the oven temperature to 350°F. Scoop out three cups of the roasted squash and transfer it to a large saucepan or pot – you’ll be mixing everything here, so go for something roomy. Add the milk and warm over medium heat until you see steam. Blend the mixture until smooth using an immersion blender, or transfer it to a blender if that’s easier.

🧀 Stir in the grated cheddar, a pinch of nutmeg, and a teaspoon of salt. Cook for about five minutes, stirring often, until the cheese melts into a velvety sauce. Add the cooked pasta and stir until every piece is coated in that golden, creamy goodness.

🧈 Butter a large baking dish and pour in the macaroni mixture. Sprinkle the grated Parmesan over the top, then bake for 25-30 minutes, until bubbling at the edges. For that irresistible golden crust, switch the oven to broil for the last couple of minutes, just keep an eye on it.

⏲️ Let it cool for about 20 minutes before serving.

🥳 Enjoy!

🎩 Tips and Tricks

  • Roast for flavor – Let the squash roast until it’s deeply golden on the edges. The caramelization brings out its natural sweetness and makes for an even creamier sauce.
  • Blend until silky – If you want the smoothest sauce, take the extra step of blending it in a high-speed blender instead of just whisking or using an immersion blender.
  • Don’t overcook the pasta – Since it bakes in the sauce, undercook it slightly so it stays perfectly tender, not mushy.
  • Broil for crunch – Those last few minutes under the broiler give you that crave-worthy golden top – just don’t walk away!

🌟 Variations

Smoky & Spicy – Add a pinch of smoked paprika or cayenne to the sauce for a subtle warmth. Crumbled crispy bacon on top? Chef’s kiss.

Add Some Crunch – Mix panko breadcrumbs with melted butter and a little Parmesan, then sprinkle over the top before baking for extra crunch.

Protein Upgrade – Add shredded rotisserie chicken, crispy pancetta, or even crumbled sausage to make it a heartier meal.

🤲 Substitutions

  • If you don’t have butternut squash on hand, roasted sweet potato or pumpkin will work just as well, giving you that same creamy texture.
  • Any sturdy pasta shape will do – gluten-free or whole wheat both hold up nicely.
  • For the milk, feel free to swap in almond, oat, or even coconut milk (just go for an unsweetened version).
  • Sharp cheddar is the classic choice, but Gruyère, Monterey Jack, or Gouda will bring their own melty magic to the mix.
  • Parmesan on top is perfection, but Pecorino Romano or even a sprinkle of nutritional yeast will give you that same salty, umami finish.
  • If nutmeg isn’t your thing, try a pinch of smoked paprika or white pepper for a little warmth.
  • If you need a dairy-free twist, olive oil or ghee can take the place of butter without missing a beat.

📓 Best served with

  • A crispy green salad
  • Roasted vegetables
  • Garlic bread
  • Crispy chicken

👝 How to Store Leftover Butternut Squash Macaroni and Cheese

Let the mac and cheese cool completely before transferring it to an airtight container. It’ll keep in the fridge for up to 4 days. When you’re ready to reheat, add a splash of milk to loosen up the sauce and warm it over low heat on the stove, stirring until creamy again. The microwave works too – just heat in short bursts, stirring in between to keep everything smooth.

If you want to freeze it, portion it into individual servings or store the whole dish in a freezer-safe container for up to 3 months. To reheat from frozen, let it thaw in the fridge overnight, then warm it in the oven at 350°F until bubbly, adding a little milk if needed. Bonus tip: A fresh sprinkle of cheese before reheating brings it right back to life!

🧠 Common Questions

Can I use a different type of pasta for this recipe?

Yes, you can use any pasta you prefer! Traditional macaroni, whole wheat, or regular penne all work well. Just adjust cooking times as needed.

Do I need to use gluten-free pasta?

No, you can use regular pasta if gluten isn’t a concern. Follow the same instructions for cooking until just shy of al dente.

How do I know when the butternut squash is ready?

The squash is ready when it’s fork-tender and easily mashed with a fork. Roasting should take about 35-40 minutes, depending on the size of your squash.

Can I use a different type of milk?

Yes, you can use any milk you like! Almond milk, whole milk, or skim milk all work. Just keep in mind that creamier milks (like whole milk) will make for a richer sauce.

Can I use pre-cut or frozen butternut squash?

Yes, you can use pre-cut or frozen squash to save time. Roast it until tender and follow the recipe from there.

What if I don’t have an immersion blender?

You can use a regular blender to puree the squash and milk mixture, or simply mash it well with a whisk if you prefer a more textured sauce.

Can I make this dish ahead of time?

Yes, you can prepare the pasta and sauce, combine them in the baking dish, and refrigerate. When ready to serve, bake and broil as directed. You may need to add a few extra minutes to the baking time.

What’s the purpose of adding nutmeg?

Nutmeg adds warmth and depth to the flavor, enhancing the squash and cheese. If you’re not a fan, you can skip it, though it’s a subtle addition.

Can I add other cheeses?

Absolutely! Gruyère, fontina, or a bit of mozzarella would all work well. Just make sure the majority of the cheese is sharp cheddar for a rich, tangy flavor.

5 from 1 vote

Butternut Squash Macaroni and Cheese

This delicious, creamy, gluten-free twist on a classic Mac and Cheese is a great way to get an extra vegetable on the menu without any questions from the kids!
Prep: 40 minutes
Cook: 30 minutes
Cooling: 20 minutes
Servings: 6 – 10 Servings

Ingredients 

  • 1 lb. gluten free elbow or penne, I use Trader Joe’s brown rice penne for this
  • 1 medium sized butternut squash
  • Unsalted butter, for greasing dish
  • Olive oil, for roasting squash
  • 2 cups milk, I used unsweetened plain almond milk but you could use whole or skim
  • 1.5 lbs sharp cheddar cheese, grated
  • ½ cup parmesan, grated
  • tsp. ground nutmeg
  • Kosher salt and freshly cracked black pepper

Instructions 

  • Preheat oven to 400 degrees F.
  • Cut the squash in half lengthwise, remove seeds, drizzle with olive oil and season with salt and pepper.
  • Roast for about 35-40 minutes, until squash is quite tender.  Let cool for long enough to handle it easily.
  • While squash is roasting, cook your pasta in boiling salted water until not quite al dente… 3 minutes shy of where you want it.  Strain and set aside.
  • Reduce oven temperature to 350 degrees F.
  • Measure out 3 cups of the butternut squash and place in a large saucepan or pot.  The macaroni will eventually go in here so you want to have room.
  • Add milk and cook over medium heat until you see steam.
  • Using an immersion blender, or whisk if that’s what you have, puree squash mixture until smooth.  You could also do this in a blender.
  • Add grated cheddar, ⅛ tsp nutmeg, and 1 teaspoon salt and cook about 5 minutes until all cheese is melted.
  • Add reserved pasta to the cheese sauce and stir until all the pasta is coated.
  • Butter a large baking dish and transfer pasta into it.
  • Sprinkle the grated parmesan over the top.
  • Bake for 25-30 minutes until bubbling, then turn on the broiler and broil for a couple of minutes to get that nice golden top.
  • Let cool for 20 minutes or so before serving.

Nutrition

Calories: 661kcal | Carbohydrates: 58g | Protein: 32g | Fat: 33g | Saturated Fat: 19g | Polyunsaturated Fat: 1g | Monounsaturated Fat: 7g | Cholesterol: 97mg | Sodium: 687mg | Potassium: 619mg | Fiber: 4g | Sugar: 7g | Vitamin A: 10966IU | Vitamin C: 20mg | Calcium: 807mg | Iron: 2mg

Nutrition information is automatically calculated, so should only be used as an approximation.

Additional Info

Author: Kat Ashmore
Prep Time: 40 minutes
Cook Time: 30 minutes
Cooling: 20 minutes
Course: Dinner, Lunch
Cuisine: American
Servings: 6 – 10 Servings
Calories: 661
Keyword: baked pasta, Cheese, Mac & Cheese
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