Healthy Mac & Cheese

So I wasn’t going to post this recipe till next week but when I posted it as a sneak peek for what’s to come, I got an overwhelming number of, “we must have this recipe now,” from my accountability groups and personal Facebook friends.  Okay!  Ask and ye shall receive I guess!  Without further ado, I present Healthy Mac & Cheese!!



Mac & Cheese appears to be a comfort food for A LOT of people.  Don’t get me wrong, I love it too!  Especially Stouffer’s Mac & Cheese.  When its baked and the edges get all crusty and crunchy, (drool) it’s extremely hard to resist.  BUT…let’s be honest.  Even if the majority of us could eat it everyday, our bodies would hate us.  I don’t even want to think about the number of burpees we would have to do to burn a serving off.  I don’t mind burpees but there is a limit to my tolerance for them.  I am most sure that tolerance would be tested and I would fail miserably.  Best to stick with the burpee friendly version of Mac & Cheese.

While it still has some cheese in it, (how can it be called Mac & Cheese if it didn’t?!?) the main ingredient is none other than; BUTTERNUT SQUASH! Gone is the loads of butter, flour and whole milk or cream.  On the 21 Day Fix, butternut squash is a vegetable.  While it is one of starchier (yes, I know, not a word) vegetables, it is still a vegetable.  A vegetable that when blended leaves you with a thick but smooth, creamy texture.  Combine that with sweet caramelized onions, zesty garlic and sharp cheddar and you get a robust, healthy comfort food that will leave your mac & cheese craving sated and your thighs and abs relieved!  You’ll thank me later!








Yield: 4 Servings

Healthy Mac & Cheese

10 minPrep Time:

30 minCook Time:

40 minTotal Time:

Save RecipeSave Recipe


  • 2.5 cups whole grain elbow macaroni, uncooked
  • 1 tablespoon olive oil
  • 1 small yellow onion, thinly sliced
  • 2 garlic cloves, minced
  • 1 small butternut squash (4-5 cups cubed)
  • 5 cups chicken broth or vegetable broth if vegetarian
  • 2/3 cup milk (I used unsweetened almond but whatever you have is fine)
  • 1 oz light cream cheese
  • 1 teaspoon salt
  • 1 cup sharp cheddar cheese - shredded
  • parsley for topping
  • salt and pepper to taste


  1. Heat the olive in a skillet over low heat. When heated through, add onions and let caramelize* for about 30 minutes.
  2. Cook macaroni according to directions making sure to salt the water.
  3. Meanwhile, remove the skin and the seeds from the squash.
  4. Cut the flesh into small cubes.
  5. Bring the broth to a rolling boil and add the squash, cooking for 5 minutes or until fork tender. Drain, reserving ½ cup broth, and transfer squash to the blender.
  6. Add the minced garlic to the onions and cook for 1 more minute.
  7. Add the onions and garlic, milk, cream cheese, salt, and reserved broth to the blender with the squash and puree until smooth and creamy. (yields about 4 cups of sauce)
  8. Pour the sauce over the noodles and add the shredded cheese, stirring to melt.
  9. Add water or milk to adjust consistency as needed.
  10. Serve with parsley, salt, and pepper to taste.


*Caramelize means to cook something low and slowly until it becomes brown and sweet

If you are not a cheddar person, feel free to use whichever kind of cheese you prefer.



Author: Steph Potter

I am a wife and stay at home mother of two adorable little men. I'll spend a small fortune on the right pair of shoes or purse. Sometimes, I don't feel like a "real" adult. Sometimes, I feel like I'm getting old. Often at the same time. This is my space to share weekly dinner menus, healthy recipes, useful cooking tips and my fitness journey. So grab a cup of coffee, a cozy chair and enjoy!

Leave a Reply

Your email address will not be published. Required fields are marked *