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Butternut Squash Macaroni Skillet

Servings 8 -10 servings


  • 1 pound of uncooked elbow macaroni about 4 cups I use Barilla Plus
  • 4 cups 1/2" -1" cubed uncooked butternut squash
  • 1/2 teaspoon salt
  • 1/2 teaspoon pepper
  • 1/4 teaspoon ground nutmeg (I use freshly ground)
  • 1 cup low sodium chicken or vegetable stock
  • 2 cups milk I use skim
  • 8 ounces freshly grated fontina cheese divided (6 ounces for sauce, 2 ounces for topping)
  • 2 ounces freshly grated romano cheese
  • 2 Tablespoons unsalted butter
  • 6-8 fresh sage leaves chopped or thinly sliced
  • 1/2 cup Italian seasoned breadcrumbs use panko, if you can


  1. Preheat oven to 375 F.
  2. Prepare a large pot of water for the pasta. Once it comes to a boil, season it with salt to taste, then cook pasta according to package directions and drain.
  3. While the pasta water is coming to a boil, start cooking your squash. Place cut squash in a large oven safe skillet, at least 12" across, and season with the 1/2 teaspoon each salt and pepper and 1/4 teaspoon nutmeg.
  4. Add the stock, bring to a boil, then reduce heat to a simmer, cover and cook for 15-20 minutes until squash is tender enough to mash.
  5. While the squash is cooking, place the unsalted butter and sage into a small sauce pan over medium low heat. Whisk constantly. You'll see it get foamy and bubbly. Keep whisking until small brown bits appear in the bottom of the pan. Immediately remove it from the heat and keep whisking as the butter will continue to brown from the residual heat. Stir in the seasoned breadcrumbs until they are thoroughly coated and have soaked up the butter. You can add more breadcrumbs if you have additional butter that has not been absorbed. Set aside.
  6. When the squash is cooked and tender, turn the heat to low, remove the cover and use a potato masher or a fork to mash up the squash in the frying pan until you have a smooth mash with no chunks remaining.
  7. Add in the milk, 6 ounces of the fontina and all of the romano cheese, carefully stirring until all of the cheese is melted and the mixture has combined. Add your drained pasta and very carefully fold it into the squash mixture. Your pan will be full. I just use a large spoon to pick up sections and turn them over and over until it's fully mixed.
  8. Once it is thoroughly combined, use your spoon to even out the top. Sprinkle with the balance of fontina, then top with the browned butter bread crumbs.
  9. Put the uncovered skillet into the oven to bake for 15 minutes. Then, move the pan to a higher rack, switch the oven to broil for a couple of minutes to fully brown the top and insure the bread crumbs are crispy. Stand at the oven for the broiling process. It will go quickly.
  10. Remove from oven (don't forget to use an oven mitt on that hot handle!) and serve.

Recipe Notes

*Remember to use an oven safe skillet. And remember that the handle is hot. I always cover it with a pot holder when serving to remind me that it is hot.

*If you don't have a skillet large enough to hold the whole recipe, cook the squash in a large soup pot. Then, once your mixture is is ready to bake, pour it into a 13 X 9" pan, lasagna pan or other large sized baking/casserole dish.

*You can sub parmesan for the romano, but I believe the salty brininess of the romano complements this dish the best.

*While I love using fresh breadcrumbs, Italian seasoned are a pantry staple and so easy to grab for quick flavor. They are perfect in this dish. I only buy organic since many of the big brands have transfats and other undesirable ingredients.

*Leftovers can be reheated in the oven or microwave. I sometimes add a bit of milk before reheating to add back some moisture, if needed.

Recipe adapted from How Sweet It Is

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