Super Cheesy Butternut Squash Mac n Cheese

by DanicasDaily on May 6, 2011

Happy Friday all!  I totally “got” The Husband today with not one, but TWO recipes where he ate things he has always told me he doesn’t like.  Of course, not knowing that I put butternut squash in my mac n cheese and grated sweet potatoes (that look like carrots) in our salads helped….The FUN part is telling him AFTER he raved about how good it all was…..see, it’s never too late to like things you never thought you would Open-mouthed smile

I was a little bummed at weigh in today as I was up the 1 LB I lost last week and I really, honestly did not think I deserved the gain.  I decided to focus on the NON-SCALE-VICTORIES (NSV) that I had this week instead.

* I worked out 5 times (including fitting in a bike ride when we were out of town) & I did TWO Kettle Bell Workouts (new for me and I am STILL SORE!) and biking home from the train station on top of my 4 cardio workouts.

* I wrote down every single thing I ate and really tried to focus on picking REAL foods over foods that offer nothing nutritionally.  I really think eating more fruits and vegetables is making me CRAVE more fruits and vegetables.

* I have lost 1.25 inches all over my body!!!  This one is important to me because I do not care what the scale says if I LOVE how I look and/or how my clothes fit.  ——-> It reminds me to think of Gabriel Reese who weighs 200 lbs and looks fabulous!

It’s ONE WEEK and ONE WEEK does not determine my success! I am using it at motivation to kick @$$ this next week!

On my way home, I grabbed Iced venti Dirty Latte (4 Points+).  You know, I really NEED to try it how my hair dresser orders hers ~ 1 pump mocha + 1 pump coconut = YUM!


I broke for lunch and met TJ of TJ’s Test Kitchen at Panera Bread.  I did a little bit of research before I headed out to see what I wanted to order.  Their nutrition calculator is pretty awesome because you can select what items you include/exclude.

Thai Chopped Chicken Salad All-natural, antibiotic free chicken, romaine, wonton strips, a blend of fire-roasted edamame, red bell pepper and carrot tossed in a Thai Chili Vinaigrette. Topped with strips of seasoned grilled chicken, Thai cashews, fresh cilantro and a peanut drizzle.

They didn’t have any Won Ton Strips so this saved 2 points+.  I wish the cashews were whole, but, other than that, the salad was pretty tasty.  I LOVED the smoky flavor, but, would definitely opt for less dressing next time (8 points+)


Whole Grain Baguette with Butter (5 points+) and probably not worth that many points+


Tracey was AWESOME because she brought dessert for us with her!!  She knew I have been on the hunt for those Jo’s Dark Chocolate Sea Salted Caramels. (2 points+)


I put out fruit and had organic Berries and oranges from the farmer’s market x’s 2.


Dinner tonight is a recipe that I was sent awhile back from one of my FANTASTIC readers and Friends for Weight Loss members.  She asked if I could lighten it up a bit.

I was originally going to make this for lunches this week, but, then, decided that the TRUE TEST of the deliciousness would be if I could slide it by The Husband who despises butternut squash.

I lightened it up by using low-fat dairy and doubling the Butternut Squash.  The cheese sauce is AWESOME and you honestly cannot even tell the squash is in there….just ask The Husband (I told him AFTER he had two servings) Open-mouthed smile




  • 2 lb butternut squash, about 2 cups, cooked
  • 1 tbsp olive oil
  • 12 oz pasta shells
  • 1 tbsp butter
  • 1 small onion, diced
  • 1/2 tsp freshly ground black pepper
  • 1 tbsp flour
  • 1 cup 1 % milk
  • 16 ounces reduced fat sharp cheddar cheese


1.  Preheat oven to 400F and spray a 9 x 13 dish with nonstick cooking spray. Cut squash in half, lengthwise, remove seeds and both sides with olive oil. Place cut-side down on a baking sheet and roast for 60 minutes or until completely cooked and soft. Scoop out flesh while still warm and mash with a spoon or potato masher. Timing-wise, finish the squash roughly the same time the pasta and the sauce is cooked so that it’s still warm.

2.  Prepare the pasta during the last half hour of roasting according to the packaged directions being sure to salt the water.

3.  In a saucepan, melt the butter on MEDIUM LOW heat.  Cook until the onion is softened, about 3-4 minutes.  Stir in the black pepper and flour cooking for 1 minute.

4.  Slowly add the milk 1 tablespoon at a time, incorporating each tablespoon well before adding another. (If you add it all at once, or without working in each time, there’s risk of ending up with a lumpy sauce.) Stirring often, let the sauce come almost to the boiling point, it will thicken slightly. Add the cheese and let melt, adjusting temperature so that the sauce won’t boil. (It’s not a disaster if it does, since it’s going into the casserole, but it’ll look curdled.)

5.  In a large bowl, combine the mashed squash, pasta and cheese sauce until mixed.  Transfer to a greased baking dish. Bake at 350F for 30 minutes until hot and bubbly throughout. To add color to the top, place under the broiler for 2 – 3 minutes, watching carefully so not to burn. Cool slightly and cut into 6 squares

Makes 6 LARGE squares for 11 points+ each or 8 squares for 8 points+ each

NOTE: For a ‘less squashy’ and more ‘mac ‘n’ cheese’ version, use half the roasted squash in this dish, reserving the other half for something else.

Nutritional information per serving, calculated using



Preheat the oven to 400 degrees.  Slice the squash in half, seed and rub both sides with a little olive oil.  Bake for 60 minutes.


Roasting butternut squash like this caramelizes the squash and makes the skin peel right off.


Mash up the roasted squash.


Add cooked pasta.


While the pasta is cooking, make your cheddar cheese sauce.  Melt 1 Tbsp butter and add 1/2 a small onion.  Saute over medium low heat until softened, about 4 minutes.  Add 1 Tbsp flour and cook for about 1 minute.


Slowly add milk whisking in 1 Tbsp at a time to fully incorporate.


Heat milk mixture until it almost boils, then, add cheese and continue whisking.


Whisk and continue cooking over medium low heat until the cheese is melted and incorporated into the sauce.


Pour cheese sauce over pasta/squash and stir to combine.


Pour into a prepared 9 x 13 pan and bake for 30 minutes until hot and bubbly.  Turn broiler on and broil for 2-3 minutes until the top is slightly browned.


I “SNUCK” in some more “good stuff” on The Husband by whipping up this Sweet Potato and Cabbage Slaw from Eating  Thanks to TJ for showing me how to do all of this in my Cuisinart ~ it took minutes!

He thought the SWEET POTATOES were carrots.  I told him after he told me he LOVED this salad as much as I do Open-mouthed smile

1 huge serving for 2 points+


I think the only thing I’d change about the salad next time ~ adding in toasted sesame seeds or nuts.  Definitely a FILLING dinner and pasta rarely “fills” me up!



* Curry-Licious Chicken Salad ~ fast, crunchy, good

* Shannon renovates her favorite Peanut Butter Chocolate Cheesecake!



* CHO-LOVING! Win a CASE of Chobani ~ click HERE

* Win a whole lotta Annie’s Goodness for FREE ~ click HERE!


Do you ever try to “sneak” in good veggies for anyone?

I have totally been able to convert The Husband from white bread to wheat bread, including eating Wheat Berries, veggies he never liked and more by NOT telling him always it is in there.  He actually now requests my Mock Cauliflower Mashed Potatoes over the real deal….it works and it’s fun to tell him AFTER (although, he fears cauliflower in everything after the cauliflower pizza debacle.)

Let the weekend BEGIN!

{ 18 comments… read them below or add one }

Robyn May 6, 2011 at 8:58 pm

I didn’t see My hard work show up on the scale this week either even though I felt really good about my choices, exercised a lot, and overall felt thinner in my body! Here’s to next week!


Adeline May 7, 2011 at 3:55 am

Your recipe looks delicious. Sorry you’re not having more consistent losses with PP. I have to add (as a former college and sand bb player and fan of Gabby) that she actually weighs 160 to 170 at 6’3″. I weigh the same at a measly 5’9″. LOL.


Adeline May 7, 2011 at 3:56 am

Vb player …dang autocorrect.


Michelle May 7, 2011 at 6:36 am

Do I ever sneak good things in? I try all the time!! My hubby will not eat ANY fruits or vegetables. It is a royal PIA!!! I used to think he just needed to grow up and have some exposure to them, but after trying to sneak them into meals and watching his reflex reactions (&doing some research) I now think it’s a sensory related thing. At any rate the only time I’ve been successful with onions is when they went into the crockpot and melted down to nothing (probably getting rid of all nutritional value.) do you think I could adapt this recipe for slow cooker? He’d eat a Mac & cheese if he thought it was safe. Thank you for blogging. I love this site and find you very inspirational in my own WW journey!


Marisa @ Loser for Life May 7, 2011 at 7:11 am

No worries about the scale, Danica! You are so right to focus on all the positives of the week because you ROCKED it! The scale will catch up :)

I’m loving that butternut mac and cheese!


Debby May 7, 2011 at 7:38 am

I am SOOOOOOOOOOOO making this next week. I just found 2 butternut squash in the shed (don’t ask) and mac & cheese is one of my favorite foods in the whole wide world! I do like squash so I can’t think that I wouldn’t just love this. ANY way I can sneak veg into me is good. I don’t have to try to sneak veg in for others, just for myself! TJ kids me, but I truly have to treat myself as a kid! I learned it’s not the taste, it’s the texture, so mashing and pureeing is my friend!

Thank you for sharing this.


Carbzilla May 7, 2011 at 7:42 am

Yeah, if you worked out that much, especially with kettlebells, your muscles are probably holding on to some water and repairing. My trainer always told me that weight loss is about 8 days behind your work/eating so look forward to good things ahead. I know once I start training, the scale is going to jump around all over the place so I’m trying to prepare mentally.

Great week and yummy eats!


Stephanie M. May 7, 2011 at 7:47 am

My boyfriend HATES onion. Anytime I have a recipe out on the counter that includes onion, he’ll cross out the word “chopped” and write “minced” – then he’ll stand there watching me chop the onion saying “smaller, smaller, smaller.” At the end of the day, he’s never HATED anything I made because of onion, but it’s good to know I’m slowly changing his ways.


Latina Barbi May 7, 2011 at 9:01 am

I’ve had a few set backs…NO BIG DEAL.. it’ll come off the following week..just don’t lose steam…you’re doing awesome MUAH!!


andrea May 7, 2011 at 9:11 pm

I’m not so sure I like the new WW program!


Claire May 8, 2011 at 3:52 pm

This looks awesome. Definitely made it’s way into my “recipes to try” folder. 😀


DanicasDaily May 9, 2011 at 8:46 am

HI Adeline,

I read that she weighed that in some magazine (fitness or something, I can’t remember but wish I did lol). Thanks for clarifying….



Laura Jane May 10, 2011 at 12:03 pm

This post is making me hungry! I love mac and cheese!


Michele May 12, 2011 at 2:27 pm

Hi Danica. Love your recipes. The 16 oz of pasta shells, is that cooked or uncooked? The recipe looks great and can’t wait to try it. I’ve got a butternut squash waiting for me right now!


DanicasDaily May 12, 2011 at 2:47 pm

Hi Michele,

I measured it uncooked. I was almost thinking I could’ve gone with less pasta (translation even more CHEESE) and used 8-10 oz dry :)

Can’t wait to hear what you think.



Michele May 15, 2011 at 5:47 pm

Had it for dinner last night. It was DELICIOUS!! Husband liked it too! Thank you for the recipe!


Claire May 18, 2011 at 11:44 am

Remember how I said it made it’s way into my “recipes to try” folder? Well, I tried it and now it rests in my “Recipes to Keep” folder!! It was a HUGE hit – everyone in my family LOVED the recipe. Thanks so so much!!


Scuttleboose June 18, 2011 at 8:30 am

I made a half-portion of the mac and cheese a few weeks ago, and it was so delicious that I ate every bite (over 4 days, of course!). Today, I am trying to again with frozen squash and adding some chopped broccoli to the recipe. Let’s hope it is delicious again – thanks for the recipe!!! :)


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