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 macaroni and cheese sauce does. I’m sorry but squash: you will never be cheese.

However. This sauce is unlike 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, vegetable or 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. White cheddar is actually my favorite in my regular mac and cheese recipe!

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. 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! ♥

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Creamy Butternut Squash Mac and Cheese with Kale

  • Author: Sally
  • Prep Time: 45 minutes
  • Cook Time: 30 minutes
  • Total Time: 1 hour, 10 minutes
  • Yield: serves 8-10
  • Category: Dinner
  • Method: Cooking
  • Cuisine: American


Creamy butternut squash mac and cheese is your weeknight answer to a satisfying, lightened up meal. This recipe is meat-free, full of flavor, and makes great leftovers!


  • 4 cups peeled and cubed butternut squash (about 1 large squash)
  • 1 and 1/4 cups (300ml) vegetable broth or chicken broth (I use low sodium)
  • 1 and 1/4 cups (300ml) milk*
  • 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 yogurt*
  • 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)*
  • optional: 1/3 cup (30g) whole wheat breadcrumbs
  • optional: chopped fresh parsley for garnish


  1. Combine the squash, 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 9×13 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.


  1. Freezing Instructions: 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.
  2. Milk: Any milk works. I typically use skim or 1%, but any dairy or nondairy milks are great.
  3. Yogurt: 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.
  4. Cheese: 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.
  5. Adapted from Cooking Light.

Keywords: mac and cheese, butternut squash mac and cheese

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


  1. 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!!!

  2. 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…

    1. I’m sure that would work!

  3. 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!

  4. 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!!

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

  5. 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!

  6. 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!

  7. 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? 

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

  8. 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!

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

    1. Thanks for reporting back!

  10. 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.

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

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

  12. Wow, wow! This is a delicious, rich, satisfying dish. I thought 16 oz of pasta was too much and reduced the quantity slightly, but otherwise followed the recipe exactly as written. What an excellent way to get more vegetables into our diet! For those who don’t much care for kale, I think broccoli would be a perfect substitute.

  13. I have made this in the past and it came out great but I just made it and the sauce was very thin and soupy. Is this normal? I did use frozen butternut squash, so I am not sure if that is the reason for it.

    1. It definitely could be from the frozen squash. If you thaw it it first try blotting the excess liquid before using it.

  14. Can we use vegetable broath instead

    1. Yes, definitely!

  15. Thank you for inspiring me to try new recipes! Do you think this really needs to go into the oven or could you serve without? I put it in the oven maybe a few minutes too long and it dried out a bit. Thanks! I also have made your corn chowder and love it!

    1. Hi Christine! You can skip the oven step. I encourage baking to melt the cheese and toast the breadcrumbs on top. 🙂

  16. Made this last week and just had to come back to say how good it was. My interest was piqued but I was skeptical…I will definitely make it just hit the spot warm and comforting without being too heavy. Thanks, Sally!

  17. nancy g visconti says:

    This sounds delish… you think adding some fresh cranberries might be good? Nancy

    1. Thanks Nancy! I haven’t tried this recipe with cranberries but if you do let me know how it goes 🙂

  18. nancy g visconti says:

    Hi Sally,
    Well I didn’t try cranberries…yet…but, this IS what I did last night.

    I’m 80 & wrestling with a hard squash is not for me so… I halved & roasted it. Scooped out & put in blender. Meanwhile, sauted half an onion & 3 garlic cloves.Added most to the blender. I had a box of Criminis. I sliced & added them to the saute pan WITH Marsala wine.After the squash with your additions was blended, I mixed in the mushers. I proceeded with your recipe [only no Kale] & baked…..It was delicious.
    Thanks for your recipe, I’ll try cranberries next time….& Kale too. Nancy

  19. Thank you so much for this recipe!! My toddler LOVES this, as does the rest of my family! I Have been making it often over the last couple years, and recently started making it in muffin tins and freezing for meal size portions for my little girl. Delicious!!

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