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Butternut Squash Mac and Cheese

I am obsessed with mac and cheese, but I always feel guilty eating it since it is 50% cheese and 50% pasta with NO vegetables. Adding butternut squash to mac and cheese not only adds a healthy vegetable with nutritious vitamins (vitamin A, vitamin C, magnesium, and potassium), but also adds an incredible nutty, creamy flavor. This recipe is based on a mac and cheese recipe by two peas & their pod.

After step 5, before the mac and cheese goes in the oven
The final product!

Butternut Squash Mac and Cheese

Yield: 6 Servings

Prep Time: 15 minutes

Cook Time: 45 minutes


½ medium butternut squash peeled, seeded, and chopped

1 tablespoon olive oil

Kosher salt and pepper

½ pound pasta shells

4 tbsp butter

1 medium onion

1 tbsp apple cider

2 ½ cups milk divided

3 tablespoons flour

⅛ teaspoon ground nutmeg

1/2 tablespoon fresh chopped rosemary

1 cup aged white cheddar cheese shredded

1 cup sharp cheddar cheese shredded

¾ cup breadcrumbs

How to Make It

  1. Preheat oven to 400 degrees F. Place butternut squash chunks on a large baking sheet. Drizzle olive oil over the squash and toss. Sprinkle with kosher salt and pepper. Roast for 20-30 minutes or until tender, turning once.
  2. While the butternut squash is roasting, cook pasta shells according to package directions, drain well. Set aside.
  3. Begin preparing caramelized onions by heating a skillet over medium-high heat and melt 2 tablespoons butter. Add the onions and cook 5 minutes, until softened. Add the apple cider vinegar, season with salt and pepper and continue cooking another 10-15 minutes, until the cider has evaporated and the onions are golden and caramelized. Set aside.
  4. Add butternut squash to food processor or blender and puree until smooth. Add in ½ cup of the milk and puree again. This will help thin out the butternut squash.
  5. In a large skillet over medium heat, add 2 tbsp butter. When the butter is melted whisk in the flour. Add the nutmeg. Cook for 2 – 3 minutes, whisking constantly, or until flour mixture smells nutty. Add the remaining 2 cups of milk and whisk until mixture is smooth. Turn heat to high and bring to a boil while continuing to whisk. After sauce has thickened, turn heat to low and whisk in butternut squash mixture and most of the cheese. Stir in the fresh rosemary and caramelized onions. Add the cooked macaroni to the pan and stir until the macaroni noodles are well coated. Season with salt and pepper, to taste.
  6. Grease a 2 quart casserole dish. Pour the macaroni noodles into the pan and then top with the rest of the cheese. Sprinkle breadcrumbs on top.
  7. Place the pan in the oven and bake for 25-30 minutes, or until macaroni and cheese is bubbling. Remove from oven and let rest for 5 minutes. Serve warm.

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