This Butternut Squash Mac and Cheese is cozy, creamy, and pure fall comfort. The sauce is made with roasted butternut squash blended into a silky, cheesy base, then everything gets baked until the buttery panko top is golden and crisp. It’s special enough for Thanksgiving but easy enough for a weeknight, and honestly just one of those dishes everyone ends up loving.
Hi! This is exactly the kind of dish I love. It takes the flavors from my Creamy Butternut Pasta Sauce and turns them into something even cozier and more comforting. The roasted squash gets blended into a smooth cheese sauce, the pasta goes into the oven until bubbling, and the whole thing becomes the dreamiest fall bake ever.
I’m such a sucker for a baked pasta. They’re always a hit and make the best potluck or family style dish. If you want more in this delicious category, try my Easy Sausage Pasta Bake, my Baked Mac and Cheese with Leeks and Bacon, or my brand new Chicken Pasta Bake.
What is butternut squash mac and cheese?
It’s a cozy twist on a classic mac and cheese made with roasted butternut squash blended into the cheese sauce. The squash adds a natural sweetness, extra creaminess, and that gorgeous golden colour, and the whole dish is baked with a crispy topping until bubbling and golden.
The rosemary, lemon zest, and buttery panko topping give it more flavor and texture than your standard mac and cheese.
Main Ingredients:
Pasta - I used a twisted pasta shape as I sometimes find traditional elbow macaroni a bit small. Honestly any shape works here, so use whatever you love or already have in the pantry.
Whole Butternut Squash - Mine weighed about 1kg. Cut it into small cubes and roast until lightly caramelized. It adds a subtle sweetness and makes the sauce extra creamy while sneaking in a few nutrients.
Whole milk - I have not tested this with any milk alternatives but please let me know if you do.
Cheese - I always prefer a blend for mac and cheese. I used gruyere, mozzarella, and parmesan, but any good melting cheese will work. Cheddar is totally fine too.
Panko breadcrumbs - Panko is a light, crispy Japanese breadcrumb that’s easy to find at the grocery store and gives the best crunchy topping with zero effort.
Parmesan cheese - I use parm both in the sauce and the topping. For the crumb, make sure it’s very finely grated with a microplane or the star side of a box grater so it melts evenly.
Rosemary - I love how rosemary works with the sweetness of the squash. Fresh thyme would also be great.
Lemon - A little lemon zest in the crumb adds brightness and cuts through the richness in the best way.
How to make butternut squash mac and cheese
The full ingredient list and in depth step-by-step instructions are in the recipe card below.
If you want to get ahead, you can roast and blend the butternut squash up to 2–3 days in advance. Keep the purée in an airtight container in the fridge so it’s ready to go.
Prepare the butternut and topping
ONE: Toss the butternut pieces in olive oil and a pinch of salt. Roast on a baking sheet lined with parchment paper until lightly charred and fork tender.
TWO: Blend into a puree with ½ cup water in a food processor or with an immersion blender.
THREE: Prepare the panko breadcrumb topping.
FOUR: Cook your pasta, undercooking by 2 minutes from package instructions. Toss with 1 tbsp of butter when drained.
Make the sauce and assemble
ONE: In a large pot or dutch oven over a medium heat, melt the butter and when sizzling add the flour and whisk for a 1-2 minutes.
TWO: Add the 3 cups of milk in a slow stream, whisking at the same time. Make sure you whisk well to get all the lumps from the bottom and sides incorporated.
Would you like to save this?
We'll email this link to you, so you can come back to it later!
THREE: Add the garlic and black pepper and let it thicken for a few minutes until it coats the back of a wooden spoon.
FOUR: On a low heat add the grated cheese in 2-3 separate lots, letting it melt in between. Whisk in the tomato paste, rosemary, butternut squash mixture and sea salt.
Assemble and bake
FIVE: Mix your cooked pasta through the cheesy butternut squash sauce and pour into your baking dish and smooth the top.
SIX: Sprinkle the panko topping in an even layer and bake in the oven for 20 minutes until golden brown.
Expert tips
- Undercook the pasta by two minutes from package directions. I also add a tablespoon of butter to it after draining so it doesn't keep cooking. Al dente pasta is essential in any baked dish, especially one with a creamy sauce like this.
- Grate your own cheese. Pre-shredded cheese is coated in anti-caking agents, which stops it from melting smoothly. Freshly grated melts like a dream and makes the sauce so much silkier.
- Whisk like you mean it. When you add the milk to the butter and flour mixture, whisk firmly and get right into the corners of the pot so there are no hidden lumps. A flat whisk is perfect for this and gives you that velvety texture.
- Keep the heat gentle. Nothing here should be on high heat. When the milk goes in, it should barely be simmering. Let the sauce thicken slowly, and always add the cheese on low heat (or even off the heat) so it melts properly and stays smooth.
- Don't over bake! Bake just until the top is golden and crisp, then pull it out. If you leave it too long, the sauce will dry out instead of staying creamy and luscious.
Another butternut recipe to make!
My creamy butternut pasta sauce is a simpler pasta sauce using roasted butternut. With crispy sage leaves for ALL the fall flavors.
Recipe FAQs
It’s always best baked fresh, but you can prep it in advance. Mix the pasta and sauce, let it cool completely, transfer to your baking dish, and add the panko topping. Cover and refrigerate. Before baking, let it sit at room temp for about 30 minutes. Bake as normal, adding a little extra time if needed. If the top browns too quickly, cover with foil.
Any good melting cheese works. I use a blend of gruyere, mozzarella, and parmesan for the best flavor and texture, but cheddar is totally fine too. Just grate it fresh so the sauce stays silky
Mac and cheese is always better fresh, but leftovers do reheat. Cover with foil and warm in a 350°F oven until heated through. If it looks a bit dry, add a splash of milk before reheating.
Absolutely. The roasted butternut squash, rosemary, and buttery panko topping make it super seasonal, and it pairs really well with more traditional holiday dishes.
Some other pasta bakes to try
If you’re in the mood for more cozy, bubbly pasta bakes, I have plenty. For another pumpkin-y moment, try my creamy butternut squash pasta (it’s SO good). And if you want more comforting, oven-baked dishes, these are all reader favorites.
Did you make this recipe?
I would LOVE it if you could leave a review and star rating down below. Also please tag me on Instagram if you share a photo of the dish!
Recipe
Butternut Squash Mac and Cheese Recipe
Would you like to save this?
We'll email this link to you, so you can come back to it later!
Ingredients
Pasta and butternut
- 1 large butternut (mine weighed 1.15kg)
- 1 tablespoon olive oil
- 280 grams pasta
- 1 tablespoon butter
For the topping
- 1.5 cups panko breadcrumbs
- 60 grams butter, melted
- 20 grams parmesan, finely grated
- Zest of a lemon
- 1 tablespoon rosemary leaves, finely chopped
For the sauce
- 70 grams butter
- 50 grams flour (about 4 tbsp)
- 3 cups whole milk
- 3 garlic cloves, finely chopped
- 300 grams grated cheese, see notes below
- 1 teaspoon sea salt
- 1.5 teaspoons black pepper
- 2 tablespoons rosemary leaves, finely chopped
- 2 tablespoons tomato paste
Instructions
Prepare the butternut
- Pre-heat your oven to 425f (220c).
- Cut the butternut up into bite size pieces (you should have about 700 grams in finished cubed pieces). Toss with the olive oil and place on a lined baking sheet.
- Roast in the oven for 30 - 40 minutes. You want the edges to be just starting to char (brings some extra flavor!) Take out then turn the oven down to 350f.
- Blend the butternut into a puree with ½ cup water (or milk) in a food processor or with a stick blender and set aside
- Alternatively leave the roasted pieces whole and mix them though gently as the very last step before pouring into the baking dish!
Boil the pasta
- While the butternut is roasting, boil your pasta in well salted boiling water, undercooking by 2 minutes from package directions.
- Drain and toss with 1 tablespoon of butter (keeps it from overcooking). Doesn't matter if it gets cold.
Make the topping
- Also while butternut is roasting, melt the butter and mix with the panko, lemon zest and rosemary.
- Mix through the parmesan and set aside.
Make the sauce and assemble
- Melt the butter in a large pot or Dutch oven over a medium heat. Add the flour and whisk for a minute.
- Lower the heat slightly and add the milk in a slow stream, whisking the whole time making sure you get all the flour mixture from the bottom and sides of the pan.
- Add the garlic to the milk.
- Cook for a few minutes until it thickens slightly and coats the back of a wooden spoon. Keep scraping the bottom so the flour doesn't settle.
- Lower the heat right down and add the cheese in three lots, whisking well and letting it melt in between each addition.
- If there are still some small chunks not melted in, it's fine!
- Take off the heat and whisk in the tomato paste, rosemary, butternut mixture, salt and pepper.
- Mix the cooked pasta through and pour into your baking dish (I used a 30cm x 21cm rectangular dish) and top with the panko crumb mixture.
- Bake in the oven for 20 - 25 minutes until nice and golden. Don't bake it any longer than that as you don't want to overcook the pasta and dry out the sauce.
- Leave it to sit for 5 - 10 mins before serving.
Alexie Garcia says
I love a good regular Mac & cheese but this one exceeded my expectations! The best one !
Emilie Pullar says
Yay so glad you enjoyed it Alexie! I need to make this one asap 🙂
Rachel says
This tastes like a warm hug! And is super easy to make. The hardest part is exerting the self control to not overeat! I did end up with way more sauce than needed but I figure that means I can freeze and make a smaller batch with the leftover sauce. I used gluten free pasta so I think maybe the weight of the pasta was slightly different than if I’d used regular? Regardless, having extra sauce feels like an extra ? to me
Betty says
I made this few times already, perfect way to use up pumpkins and squash! I buy mix of culinary pumpkins in October and turn them into kitchen island center piece... right before I am about redecorate for Christmas I blitz them up into this... I also added ton of caramelised red onions with balsamic vinegar into the mix for extra colour and flavour 🙂 great base recipe! Thank you!!!
Martha says
This was such a good Mac and cheese! The squash gives it the perfect bit of sweetness without being too "squashy". I'll be making this again for sure.
Anna says
This was so fun to make! Can’t wait to make for Thanksgiving