This Viral Butternut-Squash-Mac-and-Cheese Recipe Is "Fall and Cozy" on a Fork

butternut squash mac and cheese recipe finished
POPSUGAR Photography | Kalea Martin
POPSUGAR Photography | Kalea Martin

For a dish that's basically only two ingredients, mac and cheese is almost impossible to get tired of. Whether you eat it in a restaurant or make it from scratch at home, it just always manages to hit the spot. Given how central cheese is to the dish, you might assume the more of it the better; however, Meredith Hayden's TikTok-viral recipe is proof that that's not always the case.

In her unique take on mac and cheese, Hayden — better known as @WishboneKitchen on TikTok — not only uses aged gouda and Parmesan cheese, but also butternut squash, an ingredient she decided to incorporate in order to give the dish a taste of fall. "I'm not really a baker, so I'm not someone who would make a pumpkin loaf. So I was like, you know what? I'll just make a pasta dish. Why not?" Hayden told POPSUGAR while chatting about her partnership with Amex Gold and Resy Present: Dip Into Gold. "And it kind of scratched that itch for making something fall and cozy, but it also came out really delicious." Even though the video only recently popped off on TikTok, Hayden originally created the recipe two years ago. "It's now something I make multiple times every season," she says.

If you're a fan of classic mac and cheese but still want to enjoy a seasonally appropriate dish, you won't be disappointed by the taste of Hayden's butternut squash version. The consistency of the sauce is still just as smooth and velvety as regular mac and cheese, but the flavor is much more complex due to the combination of roasted butternut squash, garlic, and onion, as well as the crispy mushrooms on top.

Though the taste is on par with something you'd spend all day making, Hayden's recipe is also surprisingly simple; in fact, she claims it's "easier than making regular mac and cheese," and after trying it myself, I'd have to agree. In most homemade mac and cheese recipes, you have to make a roux and be mindful of the cheese clumping or the sauce seizing, but butternut squash is much easier to work with. Once you puree it with the other ingredients, all you really have to do is mix it with the pasta and the grated cheese, and it turns into a rich, creamy sauce with very little effort. Not to mention, you get the added nutritional benefits of butternut squash that are usually missing from mac 'n' cheese, including antioxidants vitamin C, vitamin E, and beta-carotene.

Hayden may have intended this butternut-squash mac and cheese to be a fall-themed dish, but it's definitely tasty enough to make all year round. Check out the full recipe below, courtesy of the TikTok creator.

butternut squash mac and cheese recipe: ingredients
POPSUGAR Photography | Kalea Martin
butternut squash mac and cheese recipe: roasting squash, garlic, and onions
POPSUGAR Photography | Kalea Martin
butternut squash mac and cheese recipe: blending
POPSUGAR Photography | Kalea Martin
butternut squash mac and cheese recipe cooking mushrooms
POPSUGAR Photography | Kalea Martin
butternut squash mac and cheese recipe: cooking pasta and adding cheese
POPSUGAR Photography | Kalea Martin
butternut squash mac and cheese recipe: mixing
POPSUGAR Photography | Kalea Martin
butternut squash mac and cheese recipe: finished product
POPSUGAR Photography | Kalea Martin
butternut squash mac and cheese recipe: finished on a fork
POPSUGAR Photography | Kalea Martin

— Additional reporting by Yerin Kim

Butternut-Squash Mac and Cheese

Prep Time10 minutes
Cook Time1 hour

Meredith Hayden


    • For the mac and cheese:
    • 1 pound pasta
    • 1 whole butternut squash (Hayden's favorite is the honeynut variety)
    • 1/2 yellow onion, halved
    • 6 cloves of garlic, not peeled
    • 1 cup chicken stock, plus more as needed
    • 1 cup Parmesan cheese, grated
    • 1/2 cup aged gouda, grated
    • 1 tablespoon olive oil
    • 2 tablespoons butter
    • pinch of cayenne
    • pinch of red pepper flakes
    • kosher salt
    • fresh cracked pepper
    • For the crispy mushrooms:
    • 4 ounces assorted mushrooms
    • 1 tablespoon olive oil
    • 1 tablespoon butter
    • fresh thyme
    • salt and pepper


    1. Chop off the stem end of the butternut squash and then slice in half longways. Scoop out the seeds. Transfer to a sheet tray along with onions and garlic. Coat in olive oil and season with salt and pepper. Roast for 45 minutes or until the squash is tender.

    2. Allow the vegetables to cool. Peel the skins off the garlic cloves and butternut squash. Transfer squash, garlic, and onions to a blender with the chicken stock. Blend until smooth, adding extra chicken stock or water as needed. Taste and season with salt.

    3. Boil pasta in heavily salted water 2 minutes shy of package directions. Reserve 1 cup of cooking liquid and strain. Transfer the cooked pasta back to the pot.

    4. Set the pot over medium-low heat and fold in the puréed butternut squash. Add the butter, the cheese, a few splashes of pasta water and stir until the cheese has melted, 1–2 minutes, adding additional pasta water as needed. Taste and season with cayenne, black pepper, and additional salt.

    5. Heat a pan over medium-high heat. Add olive oil and butter. Once butter is melted, add the mushrooms. Cook until crispy, tossing occasionally, about 7–10 minutes. Add fresh thyme and salt and cook for 1 minute more.

    6. To serve, top with red pepper flakes, crispy mushrooms and additional cheese.