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photo fo mac and cheese in a white serving dish on a marble table

Butternut Squash Mac and Cheese

An utterly decadent, gooey mac and cheese packed with flavor! No one will guess it's made with butternut squash and way healthier than you'd expect.
Course dinner, lunch, Main Course
Cuisine American
Prep Time 20 minutes
Cook Time 20 minutes
Total Time 40 minutes
Servings 8
Calories 327kcal



  • 1 butternut squash large to extra large
  • 1 onion white medium
  • 2 cloves garlic
  • 2 bay leaves
  • 3/4 cup whole milk 180mL
  • 1 quart chicken broth 946mL
  • ¼ tsp white pepper .25g
  • Salt to taste
  • 1/2 tsp nutmeg .50g
  • 1 cup Gruyère shredded, 108g
  • 1/4 cup Pecorino romano shredded, 25g
  • 1 pound Conchiglie Pasta

For the Toasted Breadcrumbs:

  • 4 slices white bread
  • 4 tbsp butter
  • 1/2 tsp salt or to taste
  • 1/4 tsp pepper or to taste
  • 2 tbsp parmesan grated


  • Cut the butternut squash in half. Scoop out the seeds and cut off the outer skin. Dice up into cubes. Chop onion. mince garlic.
  • In a large pot over medium heat, sauté the onion and bay leaves until translucent, add garlic and cook on medium low until golden, stirring frequently. Add salt and pepper to taste.
  • Add in butternut squash. Pour the stock into the pot. Bring to a boil and cook until tender.
  • Drain squash, reserving 1/2 cup broth. Remove the bay leaves and transfer squash mixture to the blender. Add the milk, nutmeg, and reserved broth and puree until completely smooth and creamy. Taste and add salt and pepper as needed.
  • Cook pasta in salted water, drain, transfer to a large bowl and set aside. I used a pound of Conchiglie pasta but macaroni works great too!
  • To make toasted breadcrumbs: Take 3-4 slices of bread and remove crusts, chop bread into small pieces or crumble with your fingers. Melt about 4 tablespoons of butter in a pan over medium heat. Add the breadcrumbs and season with salt, pepper and even a little thyme if you'd like. Move around pan and cook until GOLDEN brown then transfer to a bowl and set aside. For a some extra flavor I like to add two tablespoons of parmesan while the breadcrumbs are cooking.
  • Pour the pureed sauce over the cooked pasta and add the cheese. Stir to melt the cheese; if needed add milk to adjust consistency. Transfer to a baking dish.
  • You can top your mac and cheese with toasted breadcrumbs then bake in the oven at 350 degrees for 15 minutes. 
  • Once done, garnish with parsley, and enjoy!



Switch things up and add any of your favorite cheeses to this dish. 
The toasted bread crumbs are little flavor bombs so do your best to avoid skipping them!


Serving: 1bowl | Calories: 327kcal | Carbohydrates: 42g | Protein: 10g | Fat: 5g | Saturated Fat: 3g | Cholesterol: 15mg | Sodium: 228mg | Potassium: 235mg | Fiber: 3g | Sugar: 6g | Vitamin A: 1000IU | Vitamin C: 2.5mg | Calcium: 60mg | Iron: 0.4mg