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Butternut Squash Mac & Cheese with Brie & Bacon

Updated On: Feb 08, 2024

Butternut Squash Mac & Cheese with Brie & Bacon. This simple recipe packs in the veggies with a whole butternut squash and gets it’s creamy deliciousness from brie cheese and topped with salty crisp bacon. The kids will never know it’s good(ish) for them.

Roasted Butternut Squash & Brie Mac & Cheese With Smoky Bacon

Rich creamy Mac & Cheese is veggie-fied with roasted butternut squash.  I accidentally made one of my butternut’s slip from the vine one day in the garden.  So I brought it in the house and set it on the counter.  That squash has made eye-contact with me about 8,691 times in the past few weeks and today I finally decided to use it.

This recipe is easy to make and if I hadn’t opened my mouth about the addition of the butternut, my kids would’ve never known it was there.  Seriously.  The gorgeous orange color comes from the butternut squash puree.  The addition of brie makes it decadent and rich and the extra sharp cheese adds the bite that any good homemade Mac & Cheese should have.  Make it full fat, make it low fat, either way it will be delicious!

How to make Butternut Squash Mac & Cheese

Start by roasting a butternut squash.  This one was about 3 lbs and I only used half of it.  The other half will go to making bread tomorrow.

roasting butternut squash for mac & cheese.

Drizzle them with olive oil and salt and pepper.  Wrap tightly with aluminum foil and roast in a 425ºF oven for 40 minutes, or until tender.

roasted butternut squash

Remove the seeds and discard, then remove the flesh to a bowl. Puree in a blender or food processor, and set aside.

what kind of cheese should I use for mac & cheese?

For the sauce, you’ll need 2 cups of milk, 4 oz cream cheese, 6 oz Brie and 4 oz extra sharp cheddar cheese.

Add all of the sauce ingredients into a large saucepan or large skillet.  Think: Big enough to dump in the pasta later.

stir cheese and butternut squash to make a sauce for mac & cheese

Once the cheeses are melted, add 2 cups of squash puree and whisk to combine.  Add salt and pepper to taste and a 1/8 teaspoon of grated nutmeg.

Looks like Kraft!  Only no preservatives, Yellow #?, or whatever else is added to the box stuff.  Toss in 1 lb of al dente pasta and stir to combine.  Top with crisp bacon pieces and serve.

Note: Do as I say and not as I do.  If you’ll be serving this to children, wait until after they have inhaled it to tell them it has veggies in it.  Just sayin!

Roasted Butternut Squash & Brie Mac & Cheese With Smoky Bacon

Roasted Butternut Squash & Brie Mac & Cheese with Smoky Bacon

Prep Time 15 minutes
Cook Time 1 hour
Total Time 1 hour 15 minutes
Servings 6 Servings


Roasted Butternut Squash

  • 3 lb butternut squash quartered
  • 1 tablespoon olive oil
  • ¾ teaspoon Kosher salt
  • ¾ teaspoon black pepper

Sauce & Assembly

  • 2 cups milk
  • 6 ounces brie cheese rind removed
  • 4 ounces extra sharp cheddar shredded
  • 4 ounces cream cheese
  • teaspoon ground nutmeg
  • salt & pepper to taste
  • 1 lb pasta any shape, cooked & drained
  • 4 bacon slices diced and fried crispy


  • Preheat oven to 400ºF and place the quartered squash on a baking sheet lined with foil.  Drizzle with the olive oil and salt a pepper and wrap tightly with more foil.  Bake for 40 minutes, or until fork tender.
  • Scrape out the seeds and discard. Remove the butternut squash flesh and put in a blender or food processor. Puree until smooth. Remove 2 cups and set aside, reserving the remainder for another use.
  • Cook the pasta as directed on the package.
  • In a large pot or large skillet over medium heat, add the milk, cheeses, nutmeg, and salt and pepper. Whisk until smooth. Add the 2 cups of squash puree and whisk until smooth.  Add the drained, cooked pasta and toss to coat.  Top with the crisp bacon bits and serve.


Calories: 752kcalCarbohydrates: 89gProtein: 28gFat: 33gSaturated Fat: 16gPolyunsaturated Fat: 3gMonounsaturated Fat: 10gTrans Fat: 0.02gCholesterol: 86mgSodium: 794mgPotassium: 1204mgFiber: 7gSugar: 12gVitamin A: 24858IUVitamin C: 48mgCalcium: 431mgIron: 3mg
Tried this recipe? I’d love to see what you made!
Mention @farmgirlgourmet or tag #farmgirlgourmet !

Recipe By:

heather scholten founder of farmgirl gourmet and spiceology headshot
Co-Founder at  | More About Heather...

Heather is a recipe developer and content creator living in Vancouver, Washington. She started Farmgirl Gourmet in 2006, almost 20 years ago, as a way to share recipes with friends and family. Heather is also the co-founder of Spiceology , a unique spice company, which she started in 2013. She shares family friendly recipes for easy everyday meals with a gourmet twist.


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  1. Pingback: Gluten-Free Pumpkin Donuts with Chocolate Glaze - Farmgirl Gourmet
  2. Christen Pino Ferguson says:

    Made this today. I am a chef at a homeless shelter and get many items donated. Sometimes it is hard to figure out what to make with what I have. Delicious, and I am happy to sneak in a vegetable!

  3. Pingback: Farmgirl Gourmet Winter Squash, Sage & Fresh Ricotta Manicotti - Farmgirl Gourmet
  4. Kristina says:

    I actually tried this!!! But it didn’t turn out so well. The cheese sauce never totally dissolved, small bits of cheese chunks were all over the place. Not creamy consistency at all. Oh well.

  5. Kristina says:

    I found your pumpkin spice latte recipe on pinterest, and it caught my eye so I decided to stop over and check out your blog. Everything looks divine! I decided to become a follower because these recipes are actually “doable” if you get what I mean. Question about this particular recipe – I have some edam cheese, could I use that in place of the brie? If not, do you have a recipe that I could use edam in?

    http://www.pearlgateway.com – if you feel like taking a break and checking out some handmade cards and what not! 🙂

  6. Lindsey @ Gingerbread Bagels says:

    This recipe sounds incredible!!! (and not to mention looks amazing) I seriously want you to make me breakfast, lunch and dinner everyday. 🙂 Your recipes always make me so hungry!

  7. Miss @ Miss in the Kitchen says:

    I’m so envious of the things you grow in your garden! This mac and cheese must be to die for veggies or not!

  8. marla {family fresh cooking} says:

    Such a delicious way to prepare butternut squash!

  9. EA-The Spicy RD says:

    Absolutely love this! It’s raining here, and this would be perfect comfort food. Glad you didn’t pass the squash for the 8,692 time!

  10. I’d like to bathe in a pot of this! I love how you can hide bn squash in mac & cheese, husbands and kids need their veggies 🙂

  11. Nelly Rodriguez says:

    I need this in my life!

  12. Chris @ TheKeenanCookBook says:

    I’m a mac and cheese enthusiast. I could totally rock this for lunch.

  13. Farmgirl Gourmet says:

    @Thefarmgirlcooks – Any sweet squash or even sweet potatoes would work just fine. You barely taste it, it just adds creamy texture, color and firmness to the sauce.

    @Megan – I think everyone’s trying to use up the bounty of butternuts in something more interesting that soup. 🙂 That’s what I was doing…and using up the last of the Brie from Ile de France. DELISH!

  14. groovyfoody says:

    Oh my! We are certainly being challenged in the veggies department with our little one. I think I’ll be making this tonight. You rock!

  15. Wanna Be A Country Cleaver says:

    I have been seeing butternut squash mac n’ cheese everywhere! What’s the deal? Clearly this is something amazing that must be made and investigated… Oh, darn. (hear the sarcasm? Inside I’m saying “SQUIIEEEE”)

  16. thefarmgirlcooks says:

    I’ve been craving mac n cheese for weeks! This isn’t helping ; )

    Have you tried buttercup or ambercup squashes? The texture is sweet potato-like and very nutty. Bet it would be a lovely complement to the cheeses and bacon.

  17. Rachel @ Not Rachael Ray says:

    Oh my goodness, this looks amazing, especially with the bacon on top. Yum!

  18. Alison @ Ingredients, Inc. says:

    so creative!!

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