Baked Seafood Macaroni and Cheese
This baked seafood mac and cheese pairs tender shrimp, crab, and scallops with ultra-creamy, golden-topped macaroni for a cozy, restaurant-worthy comfort dinner.
There’s something extra special about taking classic mac and cheese and loading it with sweet, tender bites of seafood. You get all the nostalgic creaminess you love, with the richness of shrimp, crab, and scallops tucked into every scoop.
This version is built for comfort nights at home, but it still feels like something you’d order at a nice seaside restaurant. The sauce is silky, the pasta stays perfectly coated, and the crisp, buttery crumb topping gives just enough crunch to balance all that creaminess.
You can keep it weeknight-casual in a simple baking dish or dress it up for holidays and special occasions. Either way, once this comes bubbling out of the oven, everyone will be hovering near the kitchen waiting for the first spoonful.
Seafood Mac and Cheese Ingredients
Elbow macaroni or cavatappi
Sturdy, bite-sized pasta with plenty of curves and hollows to trap the cheese sauce so every forkful tastes rich and creamy.
Salt for the pasta water
Seasoning the cooking water is your first chance to flavor the dish from the inside out; it helps the pasta itself taste more than just “plain.”
Unsalted butter
Forms the base of the roux and adds that classic buttery flavor to the sauce. Using unsalted butter lets you control the saltiness more precisely.
All-purpose flour
Whisked into the melted butter to create a smooth roux, which thickens the milk and cream into a velvety cheese sauce that clings to the pasta.
Whole milk and heavy cream
This combo gives you the best of both worlds: body from the milk and luxurious richness from the cream, so the sauce feels indulgent without being overly heavy.
Dijon mustard
A small spoonful sharpens the flavor of the cheese and keeps the sauce from tasting flat. You won’t really taste mustard, just a gentle tangy backbone.
Old Bay seasoning (or paprika with cayenne)
Adds the signature seafood-friendly flavor—savory, a little smoky, and just lightly spicy. It ties the shrimp, crab, and scallops into the cheesy base beautifully.
Garlic powder, salt, and black pepper
Simple pantry seasonings that round everything out and keep the sauce from feeling one-note. Adjust the salt at the end after adding the cheese and seafood.
Sharp cheddar cheese
The main cheese flavor. Sharp cheddar melts smoothly but still brings a bold, familiar mac and cheese taste that can stand up to the seafood.
Gruyère or Swiss cheese
Adds a slightly nutty, sophisticated flavor and a gorgeous melt. It deepens the sauce so it tastes more “grown up” than basic cheddar alone.
Parmesan cheese
A salty, savory boost that melts into the sauce and also flavors the crunchy topping if you’re using it. A little goes a long way.
Shrimp
Quick-cooking and naturally sweet, shrimp bring juicy bites of protein throughout the pan. Medium-sized shrimp are ideal; they stay tender and not rubbery.
Lump crab meat (or imitation crab)
Delicate crab gives pops of sweetness and a lovely seafood aroma. Imitation crab works on a budget, but real lump crab makes it feel extra special.
Scallops
Small sea scallops (or large ones cut in half) turn buttery and tender when seared quickly. They’re a luxurious addition that really elevates the dish.
Olive oil or butter for sautéing
Used to quickly sear the shrimp and scallops before baking so they cook evenly and develop a little flavor without overcooking in the oven.
Panko breadcrumbs
Light, airy crumbs that bake up extra crisp. They give a lovely crunchy contrast to the creamy pasta underneath.
Melted butter and Parmesan for the topping
Coats the panko so it turns deeply golden in the oven and infuses the top layer with rich, cheesy flavor.
Step-by-Step Seafood Mac and Cheese
STEP 1: Cook the pasta in a big pot of well-salted boiling water until just al dente. You want it slightly firm because it will continue cooking in the oven. Drain and set aside while you prepare the sauce and seafood.
STEP 2: Warm a large skillet over medium heat and add a bit of olive oil or butter. Sear the shrimp and scallops for a few minutes per side, just until opaque and lightly golden. Gently fold in the crab, season with a pinch of salt and pepper, then remove from the heat.
STEP 3: In a separate large saucepan, melt the butter over medium heat. Sprinkle in the flour and whisk continuously for a minute or two. The mixture should become smooth and slightly bubbly, but not browned—this cooks out the raw flour taste.
STEP 4: Slowly pour in the warm milk and cream while whisking, breaking up any lumps. Add the Dijon, Old Bay, garlic powder, salt, and pepper. Bring to a gentle simmer, stirring often, until the sauce thickens enough to coat the back of a spoon.
STEP 5: Take the pan off the heat and stir in the cheddar, Gruyère, and Parmesan a handful at a time. Keep stirring until everything is melted and smooth. Taste and adjust the seasoning so the sauce is well-salted and flavorful before adding the pasta.
STEP 6: Add the cooked macaroni and the seafood mixture directly into the cheese sauce. Gently fold to combine so you don’t break up the crab too much. Make sure every piece of pasta is well coated and the seafood is distributed evenly.
STEP 7: Transfer the mixture into a buttered 9×13-inch baking dish, smoothing it into an even layer. In a small bowl, mix the panko with melted butter and a spoonful of Parmesan until the crumbs are evenly moistened, then scatter them over the top.
STEP 8: Bake at 375°F (190°C) until the edges are bubbling and the crumb topping is golden brown, about 20 minutes. Let the seafood mac and cheese rest for 5–10 minutes so it sets slightly, then scoop and serve while it’s still hot and creamy.
Helpful Tips
- Avoid overcooking the seafood
Sear the shrimp and scallops only until just opaque; they will finish gently in the oven. Overcooking before baking can make them tough and rubbery. - Keep the sauce smooth
Add the milk and cream gradually to the roux, whisking constantly. Turn the heat down if the sauce starts to bubble too aggressively, which can cause graininess. - Balance the seasoning
Cheese and seafood both contain salt, so start with less in the sauce, then taste after the cheese melts and add more if needed. It’s easier to add than to fix.
Can I use frozen seafood?
Yes, frozen seafood is fine. Thaw it completely in the refrigerator, then pat very dry with paper towels before searing. Excess moisture can make the sauce watery and prevent good browning.
Can I make this baked seafood mac and cheese ahead?
You can assemble the dish, cover it tightly, and refrigerate for up to 24 hours. Add the breadcrumb topping just before baking and expect to add a few extra minutes of bake time.
How do I stop the cheese sauce from curdling?
Use gentle heat and avoid boiling after the cheese goes in. Add the cheese off the heat and stir until melted. Pre-shredded cheese can be coated in starch, so freshly grated melts more smoothly.
Can I leave off the breadcrumb topping?
Yes, you can skip it entirely for a smoother, ultra-creamy top. If you still want a little texture, sprinkle a light layer of Parmesan over the surface before baking instead of panko.
Serving Ideas for Seafood Mac and Cheese
This seafood mac and cheese is rich and satisfying on its own, but simple sides can complete the meal and keep things feeling balanced. Think crisp, fresh, and bright to contrast all that cozy creaminess.
- Crisp green salad
A tossed salad with a tangy vinaigrette cuts through the richness and adds freshness, especially if you include crunchy veggies like cucumbers and radishes. - Roasted or steamed vegetables
Broccoli, asparagus, or green beans pair beautifully with seafood and cheese. Keep the seasoning simple so they complement rather than compete with the main dish. - Garlic bread or crusty rolls
A small slice of bread is perfect for scooping up any extra sauce. Stick to light portions so the meal doesn’t feel too heavy.
How to Store & Reheat
Leftovers of this baked seafood mac and cheese can be just as delicious if you store and reheat them gently. The key is protecting both the sauce texture and the tenderness of the seafood.
Transfer cooled leftovers into airtight containers and refrigerate within two hours of baking. They’ll keep well in the fridge for about 2–3 days. Because of the seafood and dairy, it’s best not to push it longer than that.
For longer storage, you can freeze individual portions in freezer-safe containers. Expect a slightly softer texture once thawed, but the flavor will still be comforting. Frozen portions are best enjoyed within one month for the nicest quality.
To reheat, warm single servings in the microwave at 50–70% power, stirring halfway so the sauce heats evenly without separating. For a larger amount, cover the baking dish with foil and reheat in a 325°F (165°C) oven until hot in the center, adding a splash of milk if the pasta seems dry.
Baked Seafood Macaroni and Cheese
Ingredients
For the pasta base:
- 1 tablespoon kosher salt for seasoning pasta water
- 1 pound approximately 450 g elbow macaroni or cavatappi noodles
For the seafood blend:
- ½ pound 225 g large shrimp, peeled and deveined
- ½ pound 225 g sea scallops, halved if oversized
- ½ pound 225 g lump crabmeat or imitation crab
- 1 tablespoon butter or olive oil
- A light sprinkle of salt and ground black pepper
For the cheese sauce:
- 4 tablespoons unsalted butter
- ¼ cup all-purpose flour
- 4 cups whole milk gently heated
- 1 cup heavy cream
- 2 teaspoons Dijon mustard
- 1 teaspoon Old Bay seasoning or substitute with paprika plus a dash of cayenne
- ½ teaspoon garlic powder
- ½ teaspoon fine salt or to taste
- ¼ teaspoon freshly ground black pepper
- 2 cups shredded sharp cheddar cheese
- 1 cup grated Gruyère cheese or Swiss as an alternative
- ½ cup finely grated Parmesan
Optional crunchy topping:
- 1 cup panko-style breadcrumbs
- 2 tablespoons melted butter
- 2 tablespoons Parmesan cheese grated
Instructions
Cook the pasta:
- Bring a large pot of water to a rolling boil, seasoning it generously with salt. Add the macaroni and boil until al dente, following the package timing. Drain thoroughly and set aside.
Sauté the seafood:
- Warm olive oil or butter in a sizable skillet over medium heat. Add the shrimp and scallops, cooking each side for about 2 to 3 minutes until just opaque and cooked through. Gently fold in the crabmeat and season with a small pinch of salt and pepper. Remove the skillet from the heat and set aside.
Prepare the cheese sauce:
- In a large saucepan, melt the butter over medium heat. Whisk in the flour and stir continuously for 1 to 2 minutes to form a roux. Gradually pour in the warmed milk and cream, whisking until smooth and well combined.
- Incorporate the Dijon mustard, Old Bay seasoning, garlic powder, salt, and pepper. Let the mixture simmer gently for roughly 5 minutes, or until slightly thickened. Take the sauce off the heat and stir in the cheddar, Gruyère, and Parmesan until fully melted and creamy.
Combine ingredients:
- Fold the cooked pasta and sautéed seafood into the cheese sauce, ensuring each piece is evenly coated.
Bake (optional):
- Preheat the oven to 375°F (190°C). Lightly butter a 9×13-inch baking dish and pour the seafood mac and cheese mixture into it. In a small bowl, mix the panko crumbs with the melted butter and Parmesan. Sprinkle this topping evenly over the pasta.
- Place the dish in the oven and bake uncovered for 20 minutes, or until the top is golden and bubbling.