So I really love butternut squash, but I REALLY hate cutting up butternut squash. Last year I posted these cheater brown butter sage butternut squash stuffed shells using the hack of… butternut squash soup! I’ve been thinking about it ever since. And since I can no longer make my quarterly trek to Trader Joe’s for the fall specials, I’m making my own, and it’s stupid easy thanks to the same trick.
It starts with brown butter, then the soup goes in and becomes the sauce, and the pasta cooks right in it. One pan, no boiling water, no draining and definitely no squash-cutting. A pile of sharp cheddar and Gruyère goes in at the end, plus my secret ingredient: a slice of American cheese. It keeps the sauce silky and glossy, and you won’t taste it I promise. Kyle who hates American cheese actually CHOSE this version. So there.
The soup flavor is KEY. Whatever you use is basically how your mac and cheese will taste, so find one you love. I use Pacific Organic, mainly because it’s… the only one available to me. But it’s also PERFECTION.
Depending on your brand, you may need to doctor it up: a squeeze of honey if it’s not sweet enough, a pinch of salt if it’s not salty enough, or a bit more Dijon if it needs more depth. Or heck, get wild and try a DIFFERENT soup. I feel like tomato would be kinda epic. Just please let me know how it goes.
one pan butternut squash
mac and cheese
Serves: 2
Time: ~20 minutes
Dishes: 1 pan
Style: one-pan dinner
you’re ready if you have.
butternut squash soup, cavatappi, butter, extra-sharp cheddar, Gruyère, American cheese, Dijon, lemon, honey (optional), salt + pepper
tools.
tips.
Things I definitely would NOT do:
Skip the American cheese: it has emulsifying salts that keep the sauce silky and stop the real cheese from going grainy or greasy. You won’t taste it.
Rush the brown butter: wait for the golden-brown bits and the nutty smell. That’s where the flavor comes from. But don’t walk away, because it burns fast.
Add the cheese over the heat: take the pan off the heat first, or the sauce can split.
Use pre-shredded cheese: the anti-caking agents make the sauce gritty. Grate it yourself.
Walk away while the pasta cooks: soup thickens and catches on the bottom faster than water. Stir often and scrape the bottom. The stirring also releases the starch that makes the sauce silky.
Skip tasting at the end: every soup brand is different in sweetness and salt, so the final balance is up to you.
Make it GF: ✅ use GF pasta. It can drink more liquid, so keep extra water nearby.
Make it vegetarian: ✅ check that your soup is made with veggie stock
Add-ins.
Protein: brown 1 lb Italian sausage first, set it aside and drain fat, then brown the butter in the same pan. Stir the sausage back in at the end. Crispy bacon works too.
Greens: stir in 2 big handfuls of baby spinach or kale in the last 2 minutes of cooking.
Storing: keep in an airtight container in the fridge for up to 4 days.
Reheating:
Easiest way: microwave in 1-minute bursts with a splash of stock stirred into the beans.
Best way: warm over low heat with a splash of milk or water, stirring until it’s creamy again
ingredients.
For the mac:
2 tbsp butter
Fresh sage leaves
1 (32 oz / 900 ml) carton butternut squash soup
12 oz cavatappi
1 lemon
Kosher salt + freshly ground black pepper
For the cheese sauce:
3 oz extra-sharp cheddar
2 oz Gruyère
2 slices American cheese
½ tbsp Dijon mustard
steps.
Prep:
Grate 3 oz extra-sharp cheddar (~1 cup) and 2 oz Gruyère (~1/2 cup)
1. Brown the butter



Melt 2 tbsp butter in a large, deep skillet over medium heat. Let it foam, swirling the pan, until the milk solids turn golden brown and it smells nutty, 3–4 minutes. Watch closely, because it goes from brown to burnt fast. In the final 30 seconds add sage until it stops sizzling, then remove sage and set it aside.
2. Bring the soup to a simmer



Carefully pour in the soup and 1½ cups water (it will sputter) and bring to a simmer over medium-high heat.
3. Cook the pasta in the soup



Stir in the pasta and cook at a rolling simmer, stirring gently but frequently, until al dente and the sauce has thickened, about 14 minutes. You want almost no excess soup - if it gets too thick before the pasta is done, add water a splash at a time. If it’s still soupy at the end, simmer for another minute or two.
4. Make it cheesy



Turn heat to low and stir in ½ tbsp Dijon, tear in the American cheese, then add the cheddar and Gruyère a handful at a time, stirring until smooth and glossy. Finish with salt and pepper and a squeeze of lemon juice. Top with reserved sage and serve immediately.
Depending on your soup - taste and adjust. Too sweet? Add hot sauce, a little more Dijon or a squeeze of lemon. Not sweet enough? A small squeeze of honey. Flat? A pinch of salt or a bit more Dijon. It should taste cheesy and bright, not sugary.
⚠️ Important note: if a substitute isn’t listed below, I don’t recommend omitting or replacing that ingredient, as it will significantly change the final dish.
butternut squash soup → tomato soup (untested, so report back!)
Gruyère → fontina or more sharp cheddar
Gruyère → low-moisture mozzarella, for a bigger cheese pull (more stretch, less flavor)
cavatappi → medium shells or any short pasta with ridges
If you make this, hit reply and tell me how it went (especially if you try a different soup!). I read every single one. And if you know someone who’s still wrestling with a whole butternut squash, forward this to them. 💛
P.S. More one-pan dinners all month!





I did something similar this week with a sweet potato base! A few tablespoons of nutritional yeast deepened the flavor of the sauce and helped give it a slightly more cheesy vibe. I wanted a little more salt and acid on the finished version, so I added pickled jalapeños, plus a healthy slosh of the brine.
Added both sausage and spinach! 10/10