Preheat Oven to 400°F
Cook macaroni according to package directions, drain well. Set aside.
1/2 pound elbow macaroni
In a large skillet over medium heat, add the butter.
2 tablespoons butter
Once the butter is melted, whisk in the flour.
3 tablespoons flour
Add milk and whisk until the mixture is smooth.
2 cups milk
Turn the heat to high and bring to a boil while continuing to whisk.
After the sauce has thickened, turn the heat to low and whisk in the butternut squash mixture.
3 cups butternut squash
Add the cooked macaroni to the pan and stir until well-coated.
Season with salt and pepper, to taste.
sea salt and pepper
Pour half of the macaroni noodles into the pan.
Sprinkle half of the cheese over the macaroni noodles.
1 cup mild cheddar cheese, 1 cup sharp cheddar cheese
Add the remaining noodles and then top with the rest of the cheese. Sprinkle breadcrumbs on top if you choose.
1 cup whole wheat breadcrumbs
Bake in the preheated oven for 25-30 minutes, or until the macaroni and cheese is bubbling. Remove from oven and let rest for 5 minutes. Serve warm.