If you want to elevate your mac and cheese game, then this Butternut Squash Mac and Cheese with Bacon is the answer! Creamy Gruyere and cheddar cheese come together with a mix of fresh herbs and subtle spices to make the most velvety smooth and flavor-packed sauce! You can serve this up for a fancy Fall side, or change up your traditional Thanksgiving menu with this impressive dish.
Table of Contents
You know how sometimes things just fall perfectly into place?
Like the day you met your significant other. That time you hit all of the green lights on your way home from work. Or the concert tickets you miraculously won in a contest you didn’t even know you entered?!
That’s kind of how this butternut squash mac and cheese recipe was born.
What started with a craving for macaroni turned into inspiration. I saw a butternut squash about to go bad on my counter, a half packet of bacon in my refrigerator, and some fresh herbs I needed to use up.
And the rest? Sheer recipe magic.
(Looking for another squash showstopper? You have to try Butternut Squash Risotto and Stuffed Butternut Squash.)
Ingredients
For the exact measurements and detailed instructions, you can jump to the recipe.
- Butternut squash. You’ll need one pound of squash that’s been peeled and cut into 1-inch cubes. You can also buy a bag of pre-cut butternut squash at the grocery store.
- Seasonings. A blend of salt, black pepper, rosemary, sage, thyme, and nutmeg creates a rich flavor for this dish.
- Pasta. You can use any type of pasta, but elbows are the typical choice. Choose either gluten-free noodles or regular wheat pasta. Chickpea pasta or lentil pasta are healthier alternatives, as well.
- Bacon. Everything is better with bacon. The recipe calls for 5 ounces of bacon cut into ½-inch pieces.
- Shallots. Finely chopped shallots are used to create layers of flavor in this pasta.
- Cheese. The essential ingredients! Multiple kinds of cheese are used in this sauce. Sharp cheddar and Gruyere were tested, but you can change it up if needed. Parmesan cheese is mixed with breadcrumbs for a topping.
- Breadcrumbs. You can opt for gluten-free or regular Panko-style breadcrumbs for a crispy topping.
How to Make Butternut Squash Mac and Cheese
Jump to the recipe for the full instructions, ingredient amounts, and a printable recipe.
- Roast the butternut squash. Peel and cut the squash into cubes. Then, toss the squash into a 9×13-inch baking dish and drizzle oil over it. Sprinkle 1 teaspoon salt and ¼ teaspoon black pepper. Stir to coat all of the pieces evenly. Bake in a 425℉ oven for 22 to 25 minutes, just until tender.
- Purée the squash. After it is roasted, it’s time to purée the cooked squash. Add it to a large high-speed blender or a food processor. Toss in 2 teaspoons of the fresh herbs and nutmeg. Blend for 1 to 2 minutes. You want a smooth consistency without any clumps. Set it aside.
- Prepare the pasta. Pour the noodles into a large pot of water, then boil the pasta according to the package instructions. After it is cooked to al dente, drain the noodles in a colander and set aside.
- Cook the bacon. Add the cut bacon pieces to a Dutch oven or large saucepan. Cook for around 7 to 8 minutes over medium-high heat, just until it’s crispy. (Learn more about how to cook bacon!) Use a slotted spoon to remove the bacon from the pot and drain it on a paper towel. Then, remove the bacon grease from the pot and use a paper towel to wipe out any burned bits.
- Cook the shallots. Return 1 tablespoon of grease to the pot along with the diced shallots. Cook for 2 to 3 minutes, until they’re tender. Then, add the minced garlic and cook for another 30 seconds.
Tip: Drizzle some olive oil over the pasta and toss so it doesn’t stick together.
- Make the cheese sauce. Sprinkle the flour over the mixture, then whisk until it forms a paste. Pour ½-cup of the broth into the pot quickly, and mix to combine. As the sauce thickens, carefully add the rest of the broth and milk, ½-cup at a time, being sure to whisk well after each addition. Then, stir the cheese, puréed squash, and cooked macaroni into the ultra-creamy sauce. Stir well.
- Top the macaroni. Carefully pour the macaroni and cheese mixture into the 9×13-inch dish you used earlier. Sprinkle the cooked bacon pieces on top of the macaroni noodles and butternut cheese sauce. Stir the melted butter, breadcrumbs, and Parmesan cheese together in a small bowl. Spread the mixture evenly over the pasta.
- Bake in the oven. Reduce the oven temperature to 375℉. Bake the pasta for 25 to 30 minutes, or just until the topping begins to turn golden brown. If you want a crispy topping, broil for an extra 1 to 2 minutes. Let the mac and cheese rest for 5 to 10 minutes so the sauce can thicken before serving this creamy goodness.
Meal Prep and Storage
- Prep-Ahead: You can cook the bacon and the pasta a day or two early. Or, completely make the mac and cheese, but wrap and place in the fridge just before baking.
- Storage: Save mac and cheese leftovers in an airtight container in the fridge for up to 4 to 5 days.
- Freezing: For the best results, freeze the macaroni and cheese before baking in the oven.
- Reheating: Warm the mac and cheese back up in the oven or in the microwave with a little extra milk for a creamy consistency.
FAQs
Serve this delicious macaroni and cheese with your favorite protein, like chicken, pork, or even steak. It’s delicious anywhere you would enjoy traditional mac and cheese.
Other Butternut Squash Recipes
If your garden is brimming with this versatile vegetable, or you just love it, try any of these recipes next.
Roasted Butternut Squash Soup is irresistible in the cooler months.
Butternut Squash Risotto is super impressive. And Sausage and Sage Stuffed Butternut Squash is so delicious.
Or, keep it simple with Mashed Butternut Squash, Roasted Butternut Squash Cubes or Air Fryer Butternut Squash.
More Thanksgiving Side Dish Recipes
Thanksgiving is always made better by the side dishes. Be sure to put these on your menu.
You can’t go wrong with Sweet Potato Casserole and Cajun Cornbread Casserole.
Other classics like Instant Pot Mashed Potatoes and Green Bean Casserole are always favorites.
Check out a whole list of Thanksgiving Sides.
Tap stars to rate!
Butternut Squash Mac and Cheese with Bacon
email this recipe!
Ingredients
- 1 pound butternut squash peeled, ½ to 1-inch cubes
- 1 tablespoon oil olive or avocado
- 2 ½ teaspoons salt divided
- ½ teaspoon black pepper divided
- 2 teaspoons rosemary sage, and/or thyme, fresh, finely chopped
- ⅛ teaspoon nutmeg ground
- 12 ounces pasta elbows, gluten-free if needed
- 5 ounces bacon cut into ½-inch pieces
- 2 shallots finely chopped
- 2 cloves garlic finely minced
- ¼ cup flour all purpose or a gluten-free 1-to-1 blend
- 1 ½ cups broth chicken or vegetable, divided
- 1 ½ cups milk regular or plant-based
- 1 cup Cheddar cheese shredded
- 1 cup Gruyere cheese shredded
- ⅓ cup Panko breadcrumbs gluten-free if needed
- ¼ cup Parmesan cheese grated
- 1 tablespoon butter
Instructions
- Preheat the oven to 425 degrees.
- Roast Butternut Squash: Add the butternut squash cubes to a 9×13-inch baking dish. Drizzle with oil and sprinkle with 1 teaspoon salt and ¼ teaspoon black pepper. Toss to coat and then roast in the preheated oven for 22-25 minutes, or until tender.1 pound butternut squash, 1 tablespoon oil, 2 ½ teaspoons salt, ½ teaspoon black pepper
- Puree Squash: Once roasted, add to a large high-speed blender or food processor along with 2 teaspoons of fresh herbs and nutmeg. Blend for 1-2 minutes, or until smooth and no clumps remain. Set aside until ready to use.2 teaspoons rosemary, ⅛ teaspoon nutmeg
- Boil Macaroni: Boil pasta in a large pot according to package directions. Drain in a colander and set aside. (Optional: drizzle a tablespoon of oil over the pasta and toss to combine to prevent it from clumping together while it cools.)12 ounces pasta
- Cook Bacon and Shallots: Add bacon pieces to a Dutch oven or large skillet over medium-high heat and cook for 7-8 minutes, or until crispy. Remove the bacon from the skillet using a slotted spoon and let drain on a paper towel-lined plate. Remove the bacon grease from the Dutch oven, wipe out any burnt bits, and pour back in 1 tablespoon of grease. Add the diced shallots and cook for 2-3 minutes, or until tender. Add the minced garlic and cook for 30 seconds, or until fragrant.5 ounces bacon, 2 shallots, 2 cloves garlic
- Make the Butternut Squash & Cheese Sauce: Whisk in flour until it thickens and forms a paste. Quickly pour in ½ cup broth, mixing to combine. Slowly add in the remaining broth and milk, ½ cup at a time, whisking well after each addition. Wait until the sauce thickens before pouring in the next amount. Add the cheese, pureed squash, and cooked pasta to the sauce. Stir until well combined.¼ cup flour, 1 ½ cups broth, 1 ½ cups milk, 1 cup Cheddar cheese, 1 cup Gruyere cheese
- Add Macaroni to Baking Dish: Pour the macaroni and cheese into the previously used 9×13-inch baking dish and top with the cooked bacon pieces. In a small bowl, toss together the melted butter, breadcrumbs, and Parmesan cheese. Sprinkle the topping over the pasta.⅓ cup Panko breadcrumbs, ¼ cup Parmesan cheese, 1 tablespoon butter
- Bake in Oven: Reduce the oven temperature to 375 degrees and bake for 25-30 minutes, or until the topping begins to brown. (Optional: broil for an additional 1-2 minutes.) Let sit for 5-10 minutes so the sauce can thicken up and then serve with additional fresh herbs.
Tap stars to rate!
Video
Notes
- Breadcrumbs: Choose a gluten-free pasta and breadcrumbs along with a gluten-free 1-to-1 flour blend.
- Vegetarian: Skip the bacon.
- Dairy-free: Stick with dairy-free milk and cheese.
- Prep-Ahead: You can cook the bacon and the pasta a day or two early. Or, completely make the pasta, but wrap and place in the fridge just before baking.
- Storage: Save mac and cheese leftovers in an airtight container in the fridge for up to 4 to 5 days.
- Freezing: For the best results, freeze the macaroni and cheese before baking in the oven.
- Reheating: Warming the mac and cheese back up in the oven or in the microwave with a little extra milk for a creamy consistency.
Nutrition
Nutrition information is automatically calculated, so should only be used as an approximation.
