butternut squash macaroni and cheese

I don’t think I do too badly with self-control. I can sit at home all day with banana cream pie in the fridge and not even think about it until it’s time for dessert and tea. I don’t drink alcohol on weekdays (those extra calories are saved for dessert), and it isn’t a struggle, even though we have plenty of it around.

But there are two foods that I have no control with – chocolate chip cookie dough and macaroni and cheese. No kidding, I can eat both until I’m feeling not so good, and even that won’t stop me from craving more as soon as I digest a bit. As a result, macaroni and cheese has been allocated to a once-in-a-blue-moon treat.

But…can I make a version of macaroni and cheese that is healthy enough to eat more often, but still worth craving?

Apparently. I’m not saying that this is hardcore health food, but it’s not so bad nutrition-wise. The squash does an admirable job of replacing some of the cream sauce, and it isn’t just a “hide the vegetables” trick, because the flavor is surprisingly complementary. The final dish was sweeter than regular mac and cheese, but that wasn’t a bad thing. And it doesn’t hurt that the golden color of the squash makes the pasta look even cheesier.

I shouldn’t be shoveling this into my maw without abandon any more than I do regular macaroni and cheese, but at least it’s healthy enough to eat more than twice a year.  Tasty enough too.

One year ago: Fish Tacos

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Butternut Squash Macaroni and Cheese (adapted from Branny Boils Over)

You can adapt this in a number of ways. The easiest is by changing the type of cheese, although if you can, using a combination of cheddar and a good melter will give you consistently great results. Branny adds in a couple ounces of cream cheese, which will make the sauce extra creamy, but I decided I could skip it and make this a little healthier.

Most homemade macaroni and cheese recipes call for a final baking step, which I’ve skipped here simply because I wanted to make this as easy as possible for a weeknight dinner. If you prefer your mac and cheese baked, I recommend pouring it into a broiler-safe 8-inch square pan, topping it with bread crumbs made from fresh bread, and heating it about 5 inches from the broiler for a couple of minutes.

Each serving has about 325 calories.

Serves 8

1 small butternut squash
12 ounces elbow macaroni
2 tablespoons unsalted butter
2 tablespoons all-purpose flour
½ teaspoon powdered mustard
2 cups milk
4 ounces Monterey Jack cheese, shredded (1 cup)
4 ounces sharp cheddar cheese, shredded (1 cup)

1. Adjust on oven rack to the middle position and heat the oven to 425 degrees. Cut the squash in half lengthwise, scoop out the seeds, and lay the halves cut side down on a parchment-lined baking sheet. Bake for 25-35 minutes, or until a butter knife inserted into the flesh meets no resistance. Scoop 2 cups of flesh from the squash and mash it with a fork, or, if you’re willing to put a bit more effort into it (I wasn’t), puree it in a blender or food processor.

2. Meanwhile, bring a large pot of water to a boil over high heat. Once it boils, add about a tablespoon of salt and the pasta. Cook the pasta until it’s tender. Drain and return the pasta to the pot.

3. Melt the butter in a medium saucepan over medium heat. Once the foaming subsides, add the flour and mustard. Whisk constantly for 1 minute, then gradually whisk in the milk. Bring the mixture to a simmer over medium heat, whisking frequently, then lower the heat to medium-low and simmer for 5-6 minutes, until the mixture has the consistency of heavy cream. Add the cheeses, ½ teaspoon table salt, and the squash, stirring until the cheese melts.

4. Pour the sauce over the drained pasta and stir thoroughly. Serve immediately.


  1. My very strange two-year olds do not like mac & cheese but this looks so good, I might try it. Maybe it will appeal to their sweet tooths (sweet teeth?)

  2. Ah, I wish I could forget about pies and cakes and cookies until dessert time. Alcohol? No problem. But get me near any sweet and I’m a goner. Savory things have never been my problem 🙂

  3. I have such a hard time with cookie dough as well. My guilty pleasure is to make a batch of dough, bake a few cookies (for the blog), and then eat the rest in raw dough form. Mac & cheese is also a favorite. I’ve had my eye on this recipe, so it’s good to see your recommendation!

  4. I see someone else has already suggested feeding this to 2 year olds, I think my son would love this. He likes cheesy pasta anyway but this would be great to get him eating an extra vegetable in the same meal.

  5. This is a new meal to me. Great way to use butternut squashes.

  6. It sounds like we share the same Achilles heel(s)! I cannot resist mac n cheese OR cookie dough! Ahhh! This looks wonderful!

  7. Bridget, do you think this would work with either mashed sweet potatoes or canned pumpkin? It look so good! Funny thing was, I saw Branny’s recipe the other day & thought, “I wish Bridget would review that recipe, I always like the things she likes!”.

  8. bridget says:

    jen – Thanks! I don’t know about sweet potatoes, because it seems like they might be a little too dry or something. Canned pumpkin would definitely work.

  9. I made a similar dish last year using a box of frozen winter squash. The original recipe was from Ellie Krieger, and it was quite good. I love macaroni and cheese so I’m always on the lookout for healthier alternatives.

  10. I nanny for a two-year-old (seems to be the age for this post!) and have long been making him mac ‘n cheese with squash. I’d been adapting a bisque recipe as its sauce base, but this looks easier and tastier. The one I’ve been doing is freezable, which is also nice as he eats mac ‘n cheese quite a bit more often than you do…Thanks!

  11. Sheesh, my two favorite things in one dish: butternut squash and cheese. This is a resolution-busting recipe. But who cares? It’s perfect

  12. This looks great, I will have to try it! Mac and cheese is something I hardly ever have but is super delish! I’ve heard about mixing cauliflower in with the cheese for a healthier sauce, but the flavor and color of the squash looks like a win =)

  13. Yum! This looks great!

  14. Mac n Cheese has a way of making me feel quite ill just thinking of the depths of milk and cheese. Putting the squash in is such a great idea though! Maybe I should give it another shot!

  15. You saved my butt–literally. I was getting ready to make Pioneer Woman’s over-the-top mac and cheese with caramelized onions and bacon, and then I saw this. Made it with roasted pumpkin and it was delish. No-one even guessed the “secret ingredient”!

  16. Wow” What a fantastic idea to make a yummy dish a bit “healthier”
    I have been trying to make a less sinful mac & cheese, so instead of taking away cheese and milk fat I am going to add squash!!!

    Thanks for posting

  17. I made this recipe last night, and it was amazing!!! It was still very cheesy, and the squash gave a great underlying flavor. I topped it with breadcrumbs made from rosemary bread, and it was outstanding. Thank you for sharing this recipe!

  18. Sarah says:

    Thanks for this recipe. I made a couple batches in March for freezer cooking, and it freezes pretty well. My husband was skeptical of the squash but liked the combination of sweet and cheesy. Delicious!

  19. treewhisperer says:

    We just made this-but with subs- Pepper jack cheese for plain Monterrey jack…whole wheat pasta and soy milk (with some dried buttermilk for lower fat) and it was TASTY! I love that’s so much healthier too! Thanks for posting!

  20. I made this a couple of days. It was fantastic. The butternut squash worked very well.

  21. Emily says:

    I made this with pumpkin from some sugar pumpkins we had around the house. It was delicious!!! My boyfriend likes it better than the decadent mac and cheese I normally make. Mixed in some frozen peas from the freezer and what a yummy meal!!! I am in love and off to the store to buy some more noodles so I can make more. (Oh and I added some nutmeg and hot sauce for a bit more flavor…. yummy!!!) Thanks so much!

  22. Your recipe was posted.

  23. Absolutely delicious :)!
    My husband and I loved this dish, he couldn’t even taste the butternut squash (which he does love on it’s own too!)
    Definitely a make-again in our house.
    Thank you again.

  24. Lioness says:

    Thank you for sharing this, made it for dinner tonight and it was great! I added a bit of Cayenne pepper to give it a slight kick and can’t wait to make it again! (Will be trying different cheese variations)

  25. This was amazing! I loved the sample I had last night when I made it and I can’t wait to have more at lunch!!!

  26. I tried this last weekend it turned out great! I have been enjoying leftovers all week long. I even mixed in some pureed, roasted sunchokes with the butternut squash and it turned out delicious. I used a combination of mild cheddar and Muenster cheeses. Thanks so much for the recipe!

  27. This recipe has been sitting in my bookmarks for ages. We finally had it today. It was so good! I ate it over steamed cauliflower (I’m trying to eat more vegetables) and the combination was yummy!