This post may contain affiliate links. Please read our disclosure policy.
Butternut squash mac and cheese is tender macaroni in a velvety, creamy, butternut squash cheese sauce baked with crispy Panko topping. It's the perfect side or entree for cool-weather dinners.

Want to Save This Recipe?
Enter your email & I'll send it to your inbox. Plus, get great new recipes from me every week!
By submitting this form, you consent to receive emails from The Kitchen Girl.
Why you'll love this recipe
- This creamy, dreamy entree comes with nutritious benefits from the butternut squash.
- This winter squash is available most of the year, fresh or frozen.
- It's a crowd-pleaser for family dinners and holiday meals.
- This easy recipe is suited for any cooking level.
- It can be served as a main dish or side. It pairs well with baked spiral ham, juicy New York strip steak, turkey sloppy joes, and roasted holiday turkey breast.
Butternut squash mac and cheese is a nutritious spin on a popular comfort food. The velvety cheese sauce tastes rich and indulgent, yet half its volume is actually butternut squash, meaning there is less dairy, which means less fat and more nutrients than your classic mac and cheese.
Ingredient notes
- Butternut squash - This key ingredient adds nutty flavor, velvety texture, volume, and nutrients to mac and cheese.
- Dried pasta - I recommend using sturdy pasta such as elbow macaroni or, as you'll see in my photos, I'm partial to cavatappi for this recipe.
- Water and salt - You'll need these to cook the butternut squash and the dried pasta.
- Butter - Fat is required to make a roux for cheese sauce. Oil can be used in place of butter.
- All-purpose flour - This helps thicken the base for the cheese sauce.
- Milk - This builds the roux into a bechamel, establishing the cheese sauce's structure.
- Monterey jack cheese - The fat and moisture content makes this cheese velvety and easy to melt. Use your favorite cheese or cheese blend.
- Grated Parmesan cheese - Adds a rich flavor and helps thicken the sauce for mac and cheese.
- Black pepper - Adds depth of flavor. White pepper can also be used.
- Nutmeg - A classic spice for flavoring mac and cheese.
- Salt - Add to taste (you may not need any).
- panko bread crumbs + oil - When baked, this creates a crispy texture on the mac and cheese surface for the perfect texture contrast.

How to make butternut squash mac and cheese
Enjoy these step-by-step instructions for reference and get the full, printable recipe below.
Preheat your oven to 350°F and coat an 8x8 baking dish with cooking spray. Boil the cubed butternut squash in salted water until fork-tender and transfer out of pot. Next, boil the pasta in the same water until it's al dente, then drain.


Return the saucepan to the stove with a medium-heat setting. Melt butter. Add flour and whisk for 1 minute. Add splashes of milk and whisk continuously until the mixture is smooth and creamy. Add the black pepper and nutmeg.


Gradually add the cheese, whisking until smooth and creamy.


Add the cooked squash to the cheese sauce and mash with a vegetable masher to your desired texture. You can see I left mine with chunks of squash. You can use an immersion blender to make it ultra smooth, which is great for picky eaters. Add sea salt and adjust to taste as needed.



Now it's time to fold in cooked macaroni and stir to coat thoroughly. Transfer to the baking dish and top with oil-tossed panko bread crumbs.


Time to bake! In your preheated oven, bake uncovered for 25 minutes, or until sauce is bubbly and top begins to brown. (optional) Switch the oven to broiler mode to brown the surface. Cool mac and cheese at room temperature for 10 minutes. Garnish with parsley and serve warm.

Recipe tips for success
- Save time by using pre-cut, fresh butternut squash or frozen packaged squash (use package directions for cooking time).
- Best cheese to use: Feel free to use any cheese you prefer including sharp cheddar, Gouda, Gruyere, or any combination!
- For a lower calorie option, use only 1 cup of cheese. Trust me, it's still friggin delish!
- Make Ahead: Prepare the dish through “Combine and Assemble,” cover, and refrigerate for up to 24 hours. Let it sit at room temperature for 30 minutes before baking to avoid thermal shock.
- Doubling the Recipe: If doubling, use a 9x13-inch baking dish for optimal fit.
Recipe variations
- I kept the flavors classic, simple, and kid-friendly for this recipe. So, feel free to add sauteed onions or seasonings such as garlic, paprika, Cajun seasoning, etc. Crispy bacon adds savoriness and flavor depth.
- Turn this into a 30-minute recipe by skipping the baking step and serving butternut squash mac and cheese right off the stove!
- Fried sage is a lovely garnish for this entree. Make it by heating two tablespoons of olive oil in a skillet over medium-high heat. Fry ten sage leaves until crispy. Cool on a paper towel and scatter over the entree.
Easy side dish recipes
- Sauteed Green Beans
- Easy Green Bean Casserole
- Sour Cream Mashed Potatoes
- Roasted Mushroom Recipe
- Easy Roasted Asparagus Recipe
📖 Recipe

Butternut Squash Mac and Cheese Recipe
Want to Save This Recipe?
Enter your email & I'll send it to your inbox. Plus, get great new recipes from me every week!
By submitting this form, you consent to receive emails from The Kitchen Girl.
Video
Note about scaling
When scaling (2x or 3x), the light gray ingredient amount doesn’t scale. Please adjust those accordingly.
Ingredients
- 1 pound Butternut Squash Cubes, about 3 cups
- 8 cups Water, add 1 teaspoon salt
- 8 ounces Elbow Macaroni
- 4 tablespoons Butter
- 4 tablespoons All-Purpose Flour
- 2 cups Milk
- pinch Nutmeg
- ⅛ teaspoon Black Pepper
- 2 cups Monterey Jack Cheese, shredded, same as 8 ounces *see footnotes for variations
- ¼ cup Grated Parmesan
- ½ teaspoon Sea Salt, or more to taste
- ¼ cup Panko Bread Crumbs, tossed in a few splashes of olive oil
Instructions
- Preheat and Prep: Preheat your oven to 350°F and coat a baking dish with cooking spray. Set aside.
- Cook the Squash: Bring salted WATER to a boil in a large saucepan. Add BUTTERNUT SQUASH and cook for 10-12 minutes, or until fork-tender. Use a skimmer or slotted spoon to transfer the squash to a colander.
- Cook the Pasta: Add PASTA to the same boiling water and cook until al dente. Drain and set aside.
- Make the Cheese Sauce: Return the saucepan to medium heat. Melt BUTTER, then whisk in FLOUR. Cook for 1 minute, stirring constantly.Add MILK in small splashes, whisking continuously until the mixture is smooth and creamy. Stir in NUTMEG and BLACK PEPPER.Remove the saucepan from heat source. Add the MONTEREY JACK CHEESE in small amounts, whisking until fully incorporated.Whisk in the PARMESAN CHEESE, ensuring the sauce is smooth and creamy.
- Add the Squash: Add the cooked BUTTERNUT SQUASH to the cheese sauce and use a vegetable masher to incorporate it. (I prefer to not mash it too much).For an ultra-smooth sauce, use a stick blender or heat-safe blender as an optional step.
- Add the Salt: Add SEA SALT and taste to increase, if needed. Don't be shy, but don't over-salt.
- Combine and Assemble: Toss the cooked PASTA with the cheese sauce until fully coated. Transfer to the prepared baking dish and spread evenly. Sprinkle PANKO mixture over the top.
- Bake and Broil: Bake uncovered for 25 minutes, or until the sauce is bubbly and the top is lightly browned. Switch the oven to broiler mode for 1-2 minutes to create a crispy, golden crust.
- Serve: Let the mac and cheese cool for 10 minutes at room temperature before serving. Enjoy warm!
Recipe Notes
Equipment
- slotted spoon or spider skimmer
- vegetable masher or stick blender
Nutrition
Nutrition facts are estimates and may vary based on brands, ingredients, and portions.






Jason says
We used chickpea pasta and it was great!
Traci says
Yay! I'm so glad you liked it and love the idea of a gf pasta. Thanks for sharing, friend!
Jeff says
Wow! I never would have thought to add butternut squash to mac and cheese, but this is so good. Great flavor and perfect pasta to sauce ratio - so creamy and delicious. Thanks for sharing!
Jere Cassidy says
This is a must try mac and cheese. I love butternut squash and the sage topping.
Traci Antonovich says
Thanks Jere...hope you get to try it sometime!
Suzy says
What a great idea! And I love the addition of sage!
Traci Antonovich says
Thanks Suzy...the sage rounds out the flavor perfectly 🙂
Allison - Celebrating Sweets says
This sounds absolutely perfect! And since it's healthier, I can eat more!
Traci Antonovich says
Haha, I'm right there with you Allison! Thanks for the compliment 🙂
Karl says
This is such a grown up edition of Mac n cheese, I love butternut squash and with the addition of sage and walnuts its a winner
Traci Antonovich says
Thanks Karl, it's totally the grown up edition. Love that! 🙂
rebecca says
ohhhhhh yes! love the fried sage on top, looks delicious!
Traci Antonovich says
Thanks Rebecca...that might just be my favorite part! 😉
Catherine Brown says
Mmmm, this looks perfect! I love butternut squash, but haven't used it in mac 'n cheese yet. Theat pinch of nutmeg is everything.... and fried sage is the bomb!
Traci Antonovich says
Thanks Catherine...I'm right there with you on the fried sage love 🙂
Valentina says
Wow, those fried sage leaves are the icing on the cake! I love that idea, and the flavor is so delicious with the squash, I'm sure. Lovely.
Traci Antonovich says
Thank you for such a lovely comment 🙂 They ARE the icing on the cake...and we ate so many of them before they made it to the dish!
cakespy says
Oh nooooooo. I wish I hadn't seen this (not really ha) because my life won't be complete until I'm enjoying it!!! This looks and sounds incredible.
Traci Antonovich says
Haha Jessie! Yessss...I would feel the same way if I were in your shoes LOL. And thank you for the compliment 🙂
Maria says
Love this - especially with the sage butter - yum! x
Traci Antonovich says
Thanks Maria! The sage butter makes it...takes it to a new level 🙂
Emily says
This sounds utterly delicious, I love squash and sage it's the perfect combo!
Traci Antonovich says
Thanks Emily...I love hearing this! 🙂
Brian Jones says
I love the topping of sage, it is a perfect accompaniment to squash and pumpkin, superb!
Traci Antonovich says
Thanks so much, Brian! The sage, in my opinion, seals the deal on this dish! 🙂
Amanda says
I love the addition of butternut to this! In Australia, we don't really eat mac and cheese but I'm absolutely loving this idea!
Traci Antonovich says
Oh Amanda...it's crazzzy good! I love it because it adds so much nutrition to mac and cheese 🙂
Anjali says
i love an awesome veggie mac n cheese! Never tried with butternut squash!
Traci Antonovich says
Oh mannnn, do it! It's a whole new level of mac and cheese!
Brooke says
Traci, the mac n cheese you brought Ian and I was delicious! It definitely did not make it home with us... we ended up eating it all for breakfast.
Thanks and happy holidays!
Traci Antonovich says
Ok, Brooke...this makes me happy! Your timing was perfect b/c I don't always have that stuff "laying around" 🙂 Have a super-duper holiday with the family...and thanks for dropping by and commenting! oxoxo
Jane says
This is such a sweet and touching story - I have lost three of my family members too and the memories are lovely now. I love that you finally nailed this long time goal and it sounds fabulous!! Congratulations and big hugs!
Traci Antonovich says
Awww Jane, big love and hugs to you too! And you've been on my mind. I'm so very glad we met this year. We've barely scratched the surface and yet I feel like we're family. Thank you for the comfort and encouragement. oxoxo