I used zucchini instead of butternut squash, gluten free noodles, added some chopped spinach, and dried basil instead of fresh (because I forgot to get fresh basil). I left out the red pepper flakes so my kids would eat it, but put them on mine once it was on my plate. I loved it and would definitely make it again!!! My meatlover husband ate it and said he liked it enough for me to make it again. This is not picky kid approved though, as 2 youngest refused to eat it and my 2 middles didn't really love it. My oldest, however, went back for seconds!