I’m headed out of town for a mid-Atlantic tour visiting friends and family. Between finishing up the semester, spearheading the year-end fundraising push at my job, and planning and attending various holiday events, my apartment has become something of a way station. Snow boots and shoes litter the floor. Root vegetables, fondue forks and half-unpacked boxes are stacked on the dining table. The bench in my bedroom is piled high with clothing of indeterminate cleanliness. But it’s the refrigerator that calls out for my attention.

As thanks for his services, I’ve invited my cat sitter over for dinner along with a few friends. (Dinner parties are way more fun than packing.) I will be gone for nine days and there are lots of odds and ends to use up before then. For breakfast, I had a fried egg atop pan-fried butternut squash, onions and fennel. But that still left a couple of pounds of cheese lifted from my office holiday party, two giant leeks left over from last weekend’s oyster extravaganza, an assortment of winter greens from my CSA share, dairy products of assorted “sell by” dates and more butternut squash.

A few months ago, I took my mom to Marcus Samuelsson’s Red Rooster, where we had his sinfully tasty Mac & Greens. A childhood friend has long touted the delight of macaroni and cheese with butternut squash. And so this dish was born.

Butternut Mac and Cheese with Winter Greens

• 1 large butternut squash, peeled and cubed
• 4 tablespoons olive oil
• 2 large leeks, whites and greens slice and rinsed thoroughly
• 6-8 cups chopped winter greens (kale, collards, spinach, chard, mustard greens, etc.)
• pinch red pepper flakes
• 1.5 pounds elbow noodles (You could use shells but, for macaroni and cheese, I am uncharacteristically a traditionalist.)
• 4 tablespoons butter
• 1 large shallot, minced
• 4 cloves garlic, minced
• 4 tablespoons flour
• 1.5 cups whole milk and/or heavy cream
• 2 teaspoons nutmeg
• 3 tablespoons mustard powder
• 2 tablespoons Dijon mustard
• 1/2 teaspoon cayenne pepper
• 1.5 pounds assorted cheese, shredded (Judging from my taste tests, I’m pretty sure I used white cheddar, gouda and Gruyère. But just about any cheese that melts well will work here.)
• 1 cup bread crumbs (I used some I’d made from the remnants of a whole wheat sourdough loaf and then frozen a while back, but store bought are cool too.)
• salt and pepper

1. Toss the butternut squash with 2 tablespoons of olive oil and cook in a 425-degree oven until tender and just starting to brown. Puree in the food processor, adding a small amount of water if needed. Set aside.
2. Bring the rest of the oil to medium-low heat in a large heavy-bottomed pot. Add the leeks and cook stirring frequently until they are soft. Stir in the red pepper flakes and chopped greens. Place a lid on and let cook for 10 minutes. Remove the lid, turn up to medium-high heat and cook stirring frequently until all liquid is gone. Set aside in separate bowl.
3. Give your pot a quick rinse, fill with cold water, add some salt, and bring to a boil. Add the pasta and cook about halfway. Strain and set aside.
4. Give your pot another quick rinse, add the butter and bring up to medium-low heat. Add the shallot, cook for a few minutes and then add the garlic. Cook for another couple of minutes before whisking in the flour. Your mixture should turn gummy and blonde. Whisk in the milk and/or cream plus the nutmeg, cayenne, mustard, mustard powder, a good pinch of salt and lots of pepper. When the mixture starts to thicken, whisk in the cheese in batches, reserving a cup or two for your topping. Once the cheese has melted, stir in the pureed squash, taste your mixture and add additional seasoning if needed.
5. Stir the pasta and greens into your cheese mixture and then pour into a greased baking dish. Mix the reserved cheese with the breadcrumbs, salt and pepper. Sprinkle the mixture over the top, set aside and go about your business.
6. About an hour before you are ready to eat, preheat the oven to 375. Bake for 30-40 minutes until your casserole is bubbling and your one-bedroom apartment is engulfed in the heady smell of melted cheese. If you want to get fancy, run it under the broiler for a couple of minutes to brown your crust. Let stand for 5-10 minutes before serving.

This paired nicely with a spinach and red onion salad with a Dijon and red wine vinaigrette. The recipe makes enough that five grown people can go back for seconds–and you’ll still have enough leftovers for your cat sitter to enjoy a home cooked lunch for another four or five days. As if hanging out with this adorableness wasn’t reward enough.