Want an awesome arm workout?

Easy Butternut Skillet Shells & Cheese I howsweeteats.com

Try cutting up one of those massive butternut squashes. Oh mylanta. Is this even serious? I bought a squash that was longer than hand-to-elbow and thicker than a wine bottle in girth. Yes, I just said girth. And I had no idea how I was even going to cut it when I snatched it up at my local farm, but it was still considerably smaller than all of my other options. Do you know how one cuts up a squash like that? And by “one,” I really mean a high-anxiety, mentally-unstable-from-a-recent-Girls-marathon, hungry female?

Patiently. And very carefully.

Easy Butternut Skillet Shells & Cheese I howsweeteats.com

I actually feared for my life while slicing said squash. I mean, you have the whole cutting and chopping and peeling and removing of the seeds thing going on. So many sharp edges. Too many for my liking. One slip of my eye or one too many loudly belted lyrics from my Miranda Lambert Pandora station and I was going to be fingerless. Or worse yet: armless. Can’t I get someone here to do this kind of stuff for me or something?

And no, please don’t suggest my husband. I would totally put all of my anxiety on him and be certain that he would also chop off his arm since he doesn’t do much knife work, so then I’d try to leave the room so I wouldn’t think about it but it would be ALL I’d think about and then since I left it would end up happening anyway.

I’m a really rational person. In case you were wondering.

Easy Butternut Skillet Shells & Cheese I howsweeteats.com

In other news, I might just go ahead and turn this into a brown butter blog. Since you know, it seems like I can’t even get through one freaking recipe without adding just the teensiest, tiniest bit. Ugh.

It’s just so good when it hits your lips.

Easy Butternut Skillet Shells & Cheese I howsweeteats.com

This wasn’t my first go-round at a butternut mac: last year I made some butternut baked penne which we seriously lovelovelove, and it has bacon and mascarpone and everything. This time however, I wanted to attempt to make the whole shebang in one skillet (except for the boiling of the pasta, of course), and maybe even lighten it up a bit so it could be a weekly staple. Or like an everyday staple. Every meal staple? Butternut shells for breakfast? We’re sort of freaks.

Easy Butternut Skillet Shells & Cheese I howsweeteats.com

So yep yep yep… with the exception of your shells you can make this all in one skillet. Cook your squash until it’s squishy, mash it up, mix it with cheese and other delish creamy things then toss in your pasta. Bake for a few minutes to bring it together and melt the cheese on top. Or if you’re ridiculously immature and STILL have not learned the virtue that is patience, you probably don’t even have to bake it. Just stir it all in and go. Then eat it. And burn every taste bud in your pretty little mouth.

I know nothing about that.

Easy Butternut Skillet Shells & Cheese I howsweeteats.com

Butternut Squash Shells and Cheese Skillet

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  • 3 cups uncooked whole wheat pasta shells
  • 4 cups 1/2-inch cubed uncooked butternut squash
  • 2 tablespoons olive oil
  • 1/2 teaspoon salt
  • 1/2 teaspoon pepper
  • 1/4 teaspoon nutmeg
  • 3/4 cup low-sodium chicken or vegetable stock
  • 1 1/2 cups skim milk, or unsweetened almond or coconut
  • 6 ounces freshly grated fontina cheese
  • 2 ounces freshly grated parmesan cheese
  • 2 tablespoons unsalted brown butter
  • 2 tablespoons fine breadcrumbs
  • fresh chopped herbs for garnish, sage, basil, cilantro, thyme


  • Preheat oven to 375 degrees F. Prepare water for pasta and once it comes to a boil, cook pasta according to directions, then drain.
  • While water is boiling, heat a large cast-iron (or oven-safe) skillet over medium-low heat. Add olive oil, then toss in squash with salt, pepper and nutmeg. Add stock and cover skillet, cooking for 15-20 minutes, stirring occasionally, until squash is soft and can easily be mashed. Remove cover and reduce heat to low. Mash squash with a potato masher or forks, smoothing it out with a spoon to remove all of the chunks. Add in milk, 4 ounces of fontina and all of the parmesan cheese, stirring until melted and smooth, about 5 minutes. If mixture still seems way too starchy, add in additional milk 1/4 cup at a time, stirring for a while. Stir in brown butter, again mixing for a minute or so until incorporated. Taste and season additionally if desired.
  • Fold shells into the sauce, taking a few minutes to fully toss the shells so they are all coated. Top with remaining fontina cheese (or as much as you see fit) and breadcrumbs and bake for 15 minutes. If a bubbly, golden topping is desired, broil for 1-2 minutes on high after cooking. Sprinkle with fresh herbs and serve!


To brown the butter: Heat a small saucepan over medium-low heat and add butter. Whisking constantly, cook butter until bubbly and until small brown bits appear on the bottom of the pan – about 5-6 minutes. Watch closely and immediately remove the butter from the heat, whisking for an additional 30 seconds or so.

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Easy Butternut Skillet Shells & Cheese I howsweeteats.com

Brown butter for life.