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Seafood Mac & Cheese

The ultimate seafood comfort food! Cheesy macaroni full of shrimp and crab meat!
Prep Time 20 mins
Cook Time 30 mins
Total Time 50 mins


  • food processor
  • dutch oven
  • cassarole dish


  • 1 (16-ounce) package Corkscrew macaroni, cooked 2 minutes less than al dente, drained and rinsed with cold water
  • 7 Tbsp butter, divided
  • 1/2 lb. medium shrimp peeled, deveined and chopped into 1/2-inch pieces
  • 1/2 cup Italian seasoned panko bread crumbs
  • 1 diced yellow onion
  • 2 chopped garlic cloves
  • 1/3 cup all purpose flour
  • 2 cups whole milk
  • 1/8 tsp ground nutmeg
  • 1/2 tsp Old Bay seasoning
  • 1/2 tsp salt
  • 1/2 tsp black pepper
  • 2 cups freshly grated sharp cheddar cheese
  • 1 cup freshly grated swiss cheese
  • 1 cup freshly grated parmesan cheese
  • 1/2 lb cooked lump crab meat pick through to remove any shell pieces


  • Preheat your oven to 350 degrees .
  • Melt 1 tablespoon of the butter in a large skillet over medium high heat. Add shrimp and cook, stirring constantly, just until pink (about 3 minutes). Remove from heat and set aside.
  • In a large saucepan, melt the remaining 6 tablespoons of butter. Transfer 2 tablespoons of the melted butter to a medium bowl and toss with the panko bread crumbs.
  • Add diced onions and garlic to melted butter in saucepan and cook until softened, about 3-4 minutes, stirring constantly.
  • Add flour and cook for an additional minute, stirring constantly.
  • Add milk and whisk until smooth and there are no lumps.
  • Bring to a gentle boil, reduce heat to maintain a simmer and cook until thickened, whisking constantly.
  • Season with salt, pepper, nutmeg and Old Bay Seasoning.
  • Remove saucepan from burner. Add cheeses and stir until smooth. Fold in macaroni, shrimp and crab meat.
  • Transfer to an 2.5 qt casserole dish that has been sprayed with cooking spray.
  • Top evenly with buttery panko bread crumb mixture.
  • Bake for 20-30 minutes, or until bread crumb topping is golden brown and sauce is bubbling around edges.


Adapted from MarthaStewart.com