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Butternut Squash Mac and Cheese

Posted on October 28th, 2012  |  2 Comments

What a week.

Seriously, the past 5 days felt more like 10, normal work stress levels doubled, along with traffic, chocolate consumption and spiked beverages. Oh yeah, and the temperature went down about 40 degrees. No joke, Thursday it was in the high 80’s and today it’s 43 degrees.

What is going on?!

I’ll tell you what’s going on, Texas and cold weather don’t work well together, especially when it comes to working cable or Internet. Damn you Charter and your faulty line connection.

The one thing this cold weather is good for, other than breaking out layers, making a cozy fire and actually being able to snuggle, is getting to make all my favorite comfort foods.

Like mac and cheese, minus the mac, plus whole wheat fusilli and roasted butternut squash.

Oh hell yes.

Not gonna lie, I usually avoid making foods like mac and cheese ’cause either the “lighter, healthier” versions aren’t much lighter or they’re gross. This recipe sorta falls in the not that much lighter category, but after a work week of judgement and critiques observations and feedback, frankly I don’t give a Rett Butler damn.

And now neither do you.

Butternut squash is the perfect cream replacement, and with half whole milk, half chicken stock, the cheese sauce fulfills your comfort needs without clogging your arteries. Win win I’d say.

The panko herb topping though, gets the triple crown win. Perfectly salty, crunchy and fall inspired with an array or herbs, the only thing that could make it better is more of it – totally do-able with a long rectangular pan, or individual ramekins.

Get comfy, embrace fall and let butternut squash bless your kitchen with this somewhat lighter, healthier and still delicious glorified baked cheese dish.


Butternut Squash Mac and Cheese

by The Talking Kitchen

Prep Time: 45 minutes

Cook Time: 20 minutes


Ingredients (8 servings)

  • 1/2 butternut squash, roasted at 400 degrees F for 40-45 mins with 1/4 tsp sea salt, 1/8 tsp pepper, 1/8 tsp garlic powder, pinch ground cinnamon
  • 1 lb whole wheat pasta, boiled for 7 mins, drained

Cheese Sauce

  • 2 Tbsp grass-fed butter
  • 2 Tbsp olive oil
  • 1/4 c. flour
  • 1 shallot, chopped
  • 1.5 c. whole milk
  • 1.5 c. chicken stock
  • 1 c. havarti cheese, shredded
  • 1 c. raw milk cheddar, shredded
  • 1/2 tsp sea salt
  • 1/4 tsp black pepper
  • 1/4 tsp chili powder
  • pinch freshly ground nutmeg
  • roasted butternut squash


  • 3 sage leaves, finely chopped
  • 3 springs thyme, leaves removed
  • 1/2-3/4 c. panko bread crumbs
  • 1/4 c. grated Parmesan cheese
  • 1-2 Tbsp grass fed butter, cold
  • 1/2 tsp sea salt
  • 1/4 tsp black pepper


Start by roasting the squash, when there is about 5-10 minutes left of the roasting, start the pasta water for the pasta and the cheese sauce.

Make the topping by adding everything to a bowl, and use your fingers to smash the butter into the crumbs, place in the fridge until ready to use.

For the sauce, start by melting the butter and oil over medium heat, then add the flour, stir until incorporated and cook for about 3 minutes, then add the shallot, cook for another 2 minutes, and add the chicken stock and whole milk, whisking until smooth, add the salt, pepper, chili powder and nutmeg.

Let the sauce cook over medium heat for about 10 minutes, stirring occasionally until it thickens.

Once the squash is done roasting, let cool for about 5 minutes, then scoop it out and add to the sauce. Use an immersion blender to blend the squash and sauce until smooth (this can also be done in a blender).

Turn off heat, and add cheeses, stir until melted.

Once pasta is done, drain and pour mostly cooked pasta into oven proof dish, pour over cheese sauce. Top with topping and bake at 350 for 10 minutes, then crank up the heat to 450 for another 10 minutes. Remove from oven and enjoy!

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2 Responses

  1. alejandra says:

    Made this recipe and it was absolutely delicious. Have alot of different types of squash at home for the autumn and needed to find recipes to make with them and this one sounded amazing. My family loved it and my mom took the leftovers to work and her coworkers also fell in love with it. only issue was that it was alot. the leftovers were more than half and we each had a good plate full and seconds. next time i will have to cut the recipe in half. but overall it was excellent and will probably be making again as a sidedish for thanksgiving. Thanks!

  2. Looks delicious. Thanks for the recipe.

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