Creamy Butternut Squash Mac and Cheese with Kale.

Satisfying, creamy, comforting, flavorful, whole wheat, and lightened up! Makes great leftovers for the week.

This ultra creamy butternut squash macaroni and cheese is a new staple in our house! The sauce is unbelievably flavorful and rich, yet completely lightened up!

I can’t believe it took me so long to make macaroni and cheese with butternut squash! I shared a photo of it the other week on snapchat (sallysbakeblog) and decided it was about time to share the recipe on my blog.

This mac and cheese was gobbled up quicker than any other pasta, soup, casserole, whatever, that I’ve made in a really long time. And the recipe makes enough to feed an army. We’re talking several days of leftovers. That’s how much Kevin and I loved this dish. Enough to eat every single day. And I’m not the hugest fan of pasta dishes (I know). Oh and there’s no meat! And Kevin still loved it! Proud moment. 🎉

This ultra creamy butternut squash macaroni and cheese is a new staple in our house! The sauce is unbelievably flavorful and rich, yet completely lightened up!

You’ve probably heard of macaroni and cheese made with a cheesy butternut squash sauce before. I was never convinced that sauce, made primarily from squash, could produce the same comforting taste that regular cheese sauce does. I’m sorry but squash: you will never be cheese.

However. This sauce. Oh my gosh. Is unlike anything (anything!) I’ve ever had before. I love it so much that I’ve even been putting it over vegetables instead of pasta. But for a satisfying meal, I combine it with whole wheat pasta and kale.

My creamy butternut squash mac and cheese with kale, say that three times fast, is exquisite. Normally I wouldn’t use a term like exquisite to describe macaroni and cheese but then again– normally I wouldn’t put squash into a cheese sauce. All you taste is this wonderfully creamy, rich, cheesy sauce that has a light sweetness with plenty of flavor. Pureed butternut squash is replacing the need for cups and cups of cheese, butter, and cream. And this replacement makes a much more waistline-friendly base for your meal. Poured over whole wheat pasta and tossed with kale, you have yourself a perfectly satisfying chilly weather meal.

I can’t repeat enough how much we loved this healthier macaroni and cheese!

This ultra creamy butternut squash macaroni and cheese is a new staple in our house! The sauce is unbelievably flavorful and rich, yet completely lightened up!

This ultra creamy butternut squash macaroni and cheese is a new staple in our house! The sauce is unbelievably flavorful and rich, yet completely lightened up!

Here’s a quick walk through of how you’re going to make it.

First, you’ll want to soften up that butternut squash. Boil, then simmer it with milk, chicken broth, and garlic. I usually use skim or 1% milk, but your favorite milk (dairy or non) works. The garlic will really infuse flavor into the squash during this stage. After 20 minutes or so, puree the squash in a blender with a little Greek yogurt, salt, and pepper. I snuck Greek yogurt into this dish! Yes! I’ve also recently tried using cream cheese instead of Greek yogurt– just as tasty. Great alternative if you don’t have yogurt in the fridge. Pour the puree into a large bowl and add shredded cheese. A little more salt and pepper, to taste, as well. I like gruyère or white cheddar cheese here.

Back when the squash was cooking, you can start the pasta. I use whole wheat. Any shape/variety works! During the last few minutes of boil time, add some kale* to the cooking pasta. This will quickly wilt down the kale, which is important because softened kale has much better flavor in dishes. Drain it all, then combine with the sauce. So simple.

*If you hate greens: don’t fret, the kale is optional!

Add all of this cheesy, flavorful goodness to a large baking dish or oven-safe skillet, top with a little extra cheese (optional), breadcrumbs (also optional, but ahh! the added crunch!), and bake.

This ultra creamy butternut squash macaroni and cheese is a new staple in our house! The sauce is unbelievably flavorful and rich, yet completely lightened up!

There’s definitely a few different pans involved and a blender to clean, but the taste. Oh my lanta–> this just corrected to oh my santa. The taste, cheese lovers, is phenomenal. 10 thumbs up, 10 stars, all the love in the world for this homemade mac & cheese. Please make this! 😁

This ultra creamy butternut squash macaroni and cheese is a new staple in our house! The sauce is unbelievably flavorful and rich, yet completely lightened up!

As always, read the recipe in full before beginning. The pasta can start as the squash simmers. And hashtag #sallysbakingaddiction on Instagram so I can see all the SBA recipes you make! ♥

Creamy Butternut Squash Mac and Cheese with Kale

Yield: serves 8-10 (makes great leftovers!)

Prep Time: 45 minutes

Total Time: 1 hour, 10 minutes

Print Recipe

Satisfying, creamy, comforting, flavorful, whole wheat, and lightened up!


  • 4 cups peeled and cubed butternut squash (about 1 large squash)
  • 1 and 1/4 cups (300ml) chicken broth (I use low sodium)
  • 1 and 1/4 cups (300ml) milk1
  • 2 teaspoons minced garlic
  • 1 pound uncooked whole wheat penne pasta (or any shape/variety)
  • optional: 1 - 2 cups (70-140g) kale, roughly chopped with stems discarded
  • 1/4 cup (60g) plain Greek yogurt2
  • 1 teaspoon salt
  • 1/2 teaspoon freshly ground black pepper
  • 1 and 1/2 heaping cups (150g) shredded cheese (I like gruyère or white cheddar)3
  • optional: 1/3 cup (30g) whole wheat breadcrumbs
  • optional: chopped fresh parsley for garnish


  1. Combine the squash, chicken broth, milk, and garlic in a medium saucepan over medium-high heat. Bring to a boil, then reduce heat to medium-low and allow to simmer for 20 minutes. You want the squash very tender, so pierce it with a fork to make sure it is quite soft. Set aside.
  2. Preheat oven to 375°F (191°C).
  3. Begin the pasta. I usually do this as the squash is simmering. Boil enough water for your pasta (check the package directions), then add a pinch of salt and the pasta. Cook the pasta just until al dente-- or when the pasta is still a little firm. Add the kale, and cook for another minute or two. Drain the pasta and kale. Set aside.
  4. Pour the warm butternut squash mixture (squash + liquid) into a blender. Add the yogurt, salt, and pepper. Secure the lid and blend until smooth. Pour into a very large bowl and stir in the cheese until combined. It's ok if the cheese does not fully melt. Taste the sauce-- if you'd like more salt/pepper/garlic, add more.
  5. Add the pasta and kale to the bowl and stir until combined. Pour everything into a large casserole dish, a 9x13 baking pan, or a 12-inch oven-safe skillet. Top with breadcrumbs and an extra sprinkle of cheese, if desired.
  6. Bake for 25-30 minutes or until bubbly on the sides. Serve with a sprinkle of parsley on top. Leftovers keep well in the refrigerator for 5-7 days.
  7. Make ahead tip: Great freezer recipe! Prepare the recipe through step 5, cover tightly, and freeze for up to 3 months. Thaw overnight in the refrigerator, bring to room temperature, and continue with step 6. Or prepare the dish in full and freeze up to 3 months. Thaw overnight in the refrigerator, bring to room temperature, and bake at 350°F (177°C) for 20 minutes or until warmed through.

Additional Notes:

  1. Any milk works. I typically use skim or 1%, but any dairy or nondairy milks are great.
  2. I always use nonfat Greek yogurt, but low fat or full fat work too. Instead of Greek yogurt, try 1/4 cup of cream cheese. A little more rich, but definitely worth it.
  3. I like to use closer to 1 and 2/3 cups of cheese. Lots of varieties work here! You can also sprinkle the top of the dish with more shredded cheese before going into the oven in step 5.

Adapted from Cooking Light

© Sally’s Baking Addiction. All images & content are copyright protected. Please do not use my images without prior permission. If you want to republish this recipe, please re-write the recipe in your own words, or link back to this post for the recipe.

My dinner recipe archive is growing!

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Creamy, satisfying, cheesy yet completely lightened-up macaroni and cheese with butternut squash!
reamy, satisfying, cheesy yet completely lightened-up macaroni and cheese with butternut squash!

109 Responses to “Creamy Butternut Squash Mac and Cheese with Kale.”

  1. #
    Jac | TheVegetarianBakerposted October 9, 2015 at 2:34 pm

    This looked divine. Can’t wait to try this one out. 


  2. #
    Krithikaposted October 9, 2015 at 2:49 pm

    This looks amazing!! Could I make the sauce ahead of time and store it in the fridge?


    • Sallyreplied on October 10th, 2015 at 2:34 pm

      Yes, definitely! Up to 4-5 days is just fine.


  3. #
    Katieposted October 9, 2015 at 6:40 pm

    My sis came over for dinner last night so I made this. It was SO. GOOD. We loved it, my husband said it was spectacular and was the best pasta sauce he’d ever had. I very happily had the leftovers for lunch today and can’t wait to have them again for dinner tonight! 


    • Sallyreplied on October 10th, 2015 at 2:35 pm

      I agree; the sauce is SO good. I love it! Thanks Katie.


  4. #
    Natalieposted October 10, 2015 at 11:20 am

    Made this yesterday…. amazing! My boyfriend wasn’t sure about dinner with no meat, but he ate it too with no complaints! lovely and cheesy without the cheese calories! yay!love your recipes Sally!! 


    • Sallyreplied on October 10th, 2015 at 2:27 pm

      Thank you for reporting back Natalie!


  5. #
    marieposted October 12, 2015 at 11:55 am

    I made this for dinner, it was a hit. I divided the dish into two pans, one topped with a bacon crumble-breadcrumb and the other plain, both were delicious and eaten by picky kids. I used gruyere and cheddar since I could not decide which to use, it was fantastic. Ever thin of adding nutmeg? I did to the bacon topped one, brought it up one notch!


    • Sallyreplied on October 12th, 2015 at 6:36 pm

      Marie, I should try adding nutmeg next time. I know it will be incredible. I’ve tried it with bacon crumbles on top! My husband and I both LOVE that version too!


  6. #
    Danielleposted October 14, 2015 at 1:09 pm

    I just made this and WOW, my whole house smells like garlicky goodness!!!! I have to admit I was very skeptical about using the butternut squash but honestly if I wasn’t the one who made it, I would have NEVER known it had squash in it!!!! My boyfriend and I aren’t big on Kale, so I roasted some broccoli with garlic, s+p and olive oil and tossed that in the mix before baking. All I had on hand was smoked cheddar so I used that and it was perfect. I cant wait for my boyfriend to try this for dinner tonight, I’m not going to tell him theres squash in it until AFTER he eats!! Thanks for another killer recipe, Sally!!!


    • Sallyreplied on October 14th, 2015 at 1:13 pm

      Your version sounds incredible Danielle!


  7. #
    Desireeposted October 20, 2015 at 3:08 pm

    I received a food box with squash and kale in it. What to do, what to do??? Then I see this recipe. My new side dish!!!  I made it for dinner but we had to do a taste test,  my two year old wanted seconds. Can’t wait for dinner time so we can have it with baked chicken. I’ll do broccoli next time. Came out perfect and I’m not one to follow recipes.  I kinda eyeballed it and it still turned out great


    • Sallyreplied on October 20th, 2015 at 4:00 pm

      Perfect. Enjoy it tonight!


  8. #
    Ivy Clarkposted October 24, 2015 at 10:37 pm

    Needed a potluck dish for a wetland restoration work party last minute & this was a big hit. Half the group asked about it and a few for the recipe. Sent them here with a warning they may get addicted. 🙂 New fave way to use the wonderful butternuts. Easy too! Very tasty & healthier. Double love.


    • Sallyreplied on October 25th, 2015 at 5:50 pm

      And what an accurate warning that is! Thanks for reporting back and sharing my site, Ivy!


  9. #
    Helenposted October 30, 2015 at 9:11 am

    Hi Sally – just wanted to say I tried this a couple of days ago and both my husband and I love it – what a brilliant recipe – I can’t believe I’ve finally found something that uses this many veggies that he likes!


    • Sallyreplied on October 30th, 2015 at 11:27 am

      Amazing! I know I can’t believe my husband loves it as much as he does.


  10. #
    Darposted November 4, 2015 at 9:43 pm

    Oh my gosh! I just made this and am never going back to regular Mac’n’cheese ever! It was so creamy and you would never ever know that the base is squash. I am sharing this with my friends and family.  AWESOME!


  11. #
    Tina Rposted November 8, 2015 at 9:40 pm

    Thank you so much for this recipe! My sister and I made it today with almond milk, and used half and half white cheddar and emmental cheese (less lactose!). We also roasted the squash since we don’t have a blender and it turned out great. So delicious! 🙂


  12. #
    Marieposted November 9, 2015 at 10:00 am

    Wow this looks delicious!!! Can you taste the squash? How well does cheddar cheese work? Thanks!


    • Sallyreplied on November 9th, 2015 at 4:58 pm

      You can sort of taste the squash. It really just gives the sauce a slight sweetness.


  13. #
    Stephanieposted November 9, 2015 at 4:49 pm

    Has anyone tried this sauce with zoodles or another spiralized veggie? This looks AMAZING and Sally your pictures are drool worthy!


  14. #
    stacey w.posted November 10, 2015 at 9:10 pm

    I am eating this as I type and it is delicious!  The only thing I did was add cayenne pepper and some cholula hot sauce


  15. #
    Rachelposted November 18, 2015 at 3:18 pm

    Looks delicious, any chance of having these converted into grams for those outside the US please? 🙂


  16. #
    Juliaposted November 24, 2015 at 10:03 am

    Hi Sally! I love your recipes! I recently made your caramel apple pie for a “friendsgiving” and it was a big hit! I am planning on making this mac & cheese for actual Thanksgiving but I have a make ahead question. I see that you give advice to freeze it but I am wondering if I make it a day before, will it be OK in the fridge over night? I work nights and would love to make it fresh thanksgiving morning but unfortunately I won’t have time. I was also thinking about just making the sauce the night before and then cooking the pasta and combining it all together Thanksgiving morning. Any advice you have is truly appreciated! Thanks and happy holidays!


    • Sallyreplied on November 24th, 2015 at 1:25 pm

      Julia, you can make the sauce and pasta separately the night before, then just combine it all and bake on Thanksgiving morning. That’s what I do from time to time.


      • Juliareplied on November 25th, 2015 at 10:02 am

        Thank you Sally! I appreciate your help!  Happy Holidays!

  17. #
    Leslieposted November 25, 2015 at 4:06 pm

    Hi Sally,

    This looks delicious! I do have a couple questions though – would shredded mozzarella work as the cheese, or would it not be flavorful enough? Also, if I were to cut up some cracker cheese, would that work as well? Sorry if these are dumb questions, I never made mac and cheese before!


    • Sallyreplied on November 25th, 2015 at 5:06 pm

      Both cheese options are OK! I’ve tried this with so so so many cheeses! All fabulous.


  18. #
    OMposted December 6, 2015 at 8:31 pm

    Oh my gosh — this is amazing!!  The butternut squash adds the perfect amount of sweetness and lightness to this dish, so that the cheese isn’t just heavy, like it would be by itself.  I’m not the biggest fan of kale, so I subbed it out for broccoli, and it was really good.  I’m glad you mentioned to use white cheddar, because I think that it has that extra bite that orange cheddar doesn’t, so it gave it the kick that mac and cheese needs 🙂  Thanks!!


  19. #
    Michelle @ Modern Acupunctureposted December 12, 2015 at 4:55 pm

    Just made this along with your saltine toffee! What a relaxing way to spend the afternoon. This is absolutely delicious. I love how creamy it is with not nearly as much cheese as typical mac n cheese. And the flavor is still so rich! I was worried I wouldn’t like the kale (sometimes kale is… a disappointment), but it provided great texture! I plan to add even more kale next time. Amazing! 5 Stars.


    • Sallyreplied on December 12th, 2015 at 5:26 pm

      Yes, I love this dish too! (Though nothing compares to that saltine toffee…) 😉

      Thanks for reporting back Michelle.


  20. #
    Katelynposted January 2, 2016 at 5:36 pm

    Hey Sally! Do you think I could use an immersion blender with the same results as a blender? I I don’t like putting anything warmer than room temperature in my blender.


    • Sallyreplied on January 2nd, 2016 at 5:56 pm

      Yes, an immersion blender works! A few readers emailed me about it with great results.


      • Katelynreplied on January 2nd, 2016 at 6:15 pm

        Great, thanks! And thanks for the incredibly quick response! lol…… I can’t wait to try this!!

  21. #
    Jennifer Kposted January 11, 2016 at 10:01 pm

    Made this tonight and I loved it! Even my husband was like, “Is this one of those clean/healthy macs?” Me, “yes” him: “Hey, it’s actually really good!” Now the only problem is who will get to eat the leftovers!!!


  22. #
    Olgaposted January 12, 2016 at 12:36 pm

    Hey Sally!
    Do you think I could substitute the butternut squash with a mixture of carrots and parsnips? Sadly squash is out of season where I live…


    • Sallyreplied on January 12th, 2016 at 10:20 pm

      I’m sure that would work!


  23. #
    Ruthposted January 26, 2016 at 11:36 am

    My husband and I made this last night and it was so so so good! I kid you not, we were both skeptical. In fact, I kept saying, “Don’t think of this as butternut mac and cheese, think of this as a completely different dish that happens to have macaroni, cheese, butternut, etc.” But it turned out better than we could have ever imagined! This recipe is a keeper. Thank you!


  24. #
    Mikayla O.posted February 3, 2016 at 4:54 pm

    Found this recipe last minute but all I happened to have on hand was a canned Butternut Squash Bisque, so I gave it a shot…delicious!! I just browned some garlic in a little oil, added the soup (which has the broth and milk already added), then added the cheese/pasta per the recipe. I’m sure the full squash version is even better but this was an easy and tasty alternative for a quick Tuesday night dinner after work! Thank you for the inspiration, I will definitely be making the full version when I have a little more time! Bonus: it still made enough for dinner for three plus lunch the next day!!


    • Sallyreplied on February 3rd, 2016 at 5:18 pm

      Oh my gosh, I bet yours was amazing! Especially with that garlic and oil. Sounds fabulous Mikayla!


  25. #
    Katelynposted February 14, 2016 at 2:12 pm

    OH MY GOODNESS GRACIOUS!! I have been wanting to try this recipe for quite a while now and finally got around to it. I am almost speechless due to the deliciousness! Even my picky dad likes it and declared it “a small little Olive Garden dish!” I only made half of the recipe and used trader joe’s pre-cubed squash. I used spinach instead of kale and used sharp cheddar and parmesan cheese. I sprinkled the dish with some extra cheese, italian breadcrumbs, panko breadcrumbs, and some dried parsley before baking. It is also very good when you add some chicken and frizzled onions! Thanks for another mind-blowing recipe Sally! You are incredibly amazing!

    PS: I made your sky high apple pie muffins this morning and they were also phenomenal!


  26. #
    Aimeeposted March 18, 2016 at 9:28 pm

    Have made this twice now with sharp cheddar and topped with panko bread crumbs and it is sooooo good! I’m obsessed! Thanks for such a yummy recipe!


  27. #
    Amy Lposted April 12, 2016 at 10:29 am

    I made this once before and it was delicious! Both my picky husband and my toddler loved it. I added some smoked turkey sausage which made it not as healthy 😉 but very good! I was planning to make it again this week and was wondering if you think I could put it all together the night before, then bake it the next day for dinner? Would it still be good? 


    • Sallyreplied on April 12th, 2016 at 8:13 pm

      Oh, definitely! I’ve done it before and baked the next day.


  28. #
    Soniaposted April 13, 2016 at 1:27 pm

    Made this last week for dinner and *almost* fooled my husband that it was regular ol’ mac n cheese! Loooved this recipe, can’t wait to make it again!


  29. #
    Sierraposted June 22, 2016 at 3:33 pm

    Just made this the other night and it was delicious! I added broccoli instead of kale- amazing!


    • Sallyreplied on June 23rd, 2016 at 6:38 pm

      Thanks for reporting back!


  30. #
    Janeyposted August 16, 2016 at 9:46 pm

    This was one of the best macaroni and cheese recipes I’ve ever made. My boyfriend ate it and loved it even though he hates vegetables. It was a sneaky way to make a dish healthy, yet delicious. I will definitely add this to my regular rotation of dishes. The only thing I changed was that I swapped the kale with spinach. I also recommended this to my sister, who’s fiance also refuses to eat veggies.


  31. #
    Adinaposted September 18, 2016 at 8:55 am

    Hi sally. I’ll ve using butternut squash puree. Any estimation of how much I’d need?


    • Sallyreplied on September 19th, 2016 at 10:59 am

      I’m so sorry– I’m unsure of that exact amount.


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