If you’re anything like me then cheese is probably one of your favorite food groups butttt if you’re also like me then you start to feel sick if you eat too much. The key word here is moderation, even if all I want to eat is cheese all day every day. That’s where this beauty of a mac and cheese comes in…you get all the rich goodness without the cheese hangover. You can even make this vegan!

This is one of my favorite sides to serve on Thanksgiving because it’s easy to make ahead so all you have to do on the day is heat it up in the oven. It’s even perfect on its own for dinner and pairs nicely with a large glass of red wine and a movie marathon. Or ya know…a roast chicken…whatever fits your style 😉

For a vegan option and make ahead instructions, check out my notes below the recipe. As always, enjoy and let me know what you think in the comments.

Butternut Squash Mac and Cheese

This mac and cheese is more than just a classic side dish, it's a crazy flavorful healthy version of one of my favorite things ever served in a bowl. It can be made ahead too for when you're planning meals in advance. For the vegan version, check out my notes below the recipe.
Course Dinner, lunch, Side Dish
Cuisine American
Servings 8 people


  • 1 large butternut squash
  • 1 medium sweet onion
  • 1 small shallot
  • 2 cloves garlic
  • 1 bay leaf
  • 3/4 cup whole milk
  • 1 quart chicken broth
  • 1/4 tsp white pepper
  • salt to taste
  • 1/2 tsp nutmeg
  • 1 cup shredded Gruyère
  • 1/4 cup shredded Pecorino romano
  • 1 lb cooked rotini pasta


  • Cut the butternut squash in half, then scoop out the seeds and cut off the outer skin. Dice up into cubes along with chopping the onion and shallot then mince the garlic.
  • In a large pot over medium heat, sauté the onion, shallot, and bay leaf until translucent, add garlic and cook on medium low until golden, stirring frequently. Add salt and pepper to taste.
  • Add in butternut squash then 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.
  • Pour the pureed sauce over the cooked pasta and add the cheese. Stir to melt the cheese; if needed add milk to adjust consistency then transfer to a greased baking dish.
  • Bake in the oven at 350 degrees F for 15 minutes and enjoy!


To make ahead: complete everything through step five then wrap tightly in plastic wrap, then again in foil and store in the fridge if making within 48 hours or the freezer if you’re waiting longer to serve. When baking, cook until the cheese mixture is bubbly and the top begins to turn golden brown. 
To make vegan: sub the whole milk for canned coconut cream, chicken broth for vegetable broth, and the two cheeses for your favorite vegan cheese!
Keyword butternut squash mac and cheese, mac and cheeese, make ahead mac and cheese, make ahead meal, vegan mac and cheese