Creamy, cheesy, and loaded with tender shrimp, sweet lump crab, and scallops, this Seafood Mac and Cheese turns a familiar comfort food into a hearty seafood dinner. Elbow macaroni or cavatappi is coated in a rich sauce made with sharp cheddar, Gruyère, Parmesan, whole milk, and cream, with Dijon mustard and Old Bay adding savory depth.

The seafood is cooked separately before being folded into the cheesy pasta, so each bite gets a good mix of creamy macaroni and tender seafood. A buttery Parmesan-panko topping is optional, but it adds a crisp contrast to the soft, creamy interior if you want a little texture on top.
Why You’ll Love This Recipe
- Three kinds of seafood: Shrimp, lump crab, and scallops give the mac and cheese a varied seafood flavor and texture.
- Rich, creamy cheese sauce: Whole milk, heavy cream, sharp cheddar, Gruyère, and Parmesan create a full-bodied sauce.
- Savory seasoning: Dijon mustard, Old Bay, garlic powder, salt, and black pepper keep the cheese sauce flavorful without overpowering the seafood.
- Flexible pasta choice: Elbow macaroni works perfectly, while cavatappi gives the sauce plenty of ridges and curves to cling to.
- Optional crispy topping: Buttered panko with Parmesan adds a crunchy finish while leaving the dish creamy underneath.
Preparation and Tools
You’ll need a large pot for boiling the pasta, a colander for draining it, and a large saucepan or pot for preparing the cheese sauce. A skillet or sauté pan is useful for cooking the shrimp, crab, and scallops.
Have the cheeses shredded and grated before starting the sauce. Warming the milk also helps it blend more smoothly into the butter-and-flour mixture.
If you are using large scallops, cut them in half so the pieces are closer in size to the shrimp and easier to distribute throughout the finished dish.
Preparation Tips
Shred the cheese yourself
Freshly shredded cheddar and Gruyère melt smoothly into the sauce. Parmesan can be grated ahead of time as well. Having all three cheeses ready before you begin makes the sauce easier to prepare without leaving it unattended.
Warm the milk first
The recipe calls for warmed whole milk. This helps the milk incorporate into the butter and flour mixture more easily and keeps the sauce moving toward a smooth consistency.
Keep the seafood pieces manageable
Shrimp, crab, and scallops have different textures, so cutting large scallops in half helps create more evenly sized bites. The crab should remain in recognizable pieces rather than being broken down too finely.
Season gradually
Old Bay brings a noticeable savory seafood seasoning to the sauce. If you use the Old Bay option, taste before adding more salt because the seasoning and cheeses both contribute saltiness.
Don’t skip the optional topping if you like texture
The creamy pasta is delicious on its own, but the combination of melted butter, panko, and Parmesan creates a crisp contrast that works especially well with the rich cheese sauce.
Ingredients
Pasta
Use 1 lb (450 g) elbow macaroni or cavatappi. Both shapes hold the creamy cheese sauce well. Elbow macaroni gives the dish a classic mac-and-cheese appearance, while cavatappi adds more ridges and curves for the sauce to cling to.
The pasta water is seasoned with 1 tablespoon salt, which gives the pasta its own layer of flavor.
Cheese sauce
The sauce starts with 4 tablespoons unsalted butter and ¼ cup all-purpose flour. Together, they form the base that thickens the milk and cream.
You’ll then add 4 cups warmed whole milk and 1 cup heavy cream for richness. Dijon mustard adds a subtle tang that balances the richness of the cheese.
For seasoning, the recipe uses 2 teaspoons Old Bay seasoning or paprika with a pinch of cayenne, along with ½ teaspoon garlic powder, ½ teaspoon salt, and ¼ teaspoon black pepper.
The cheese blend is made with 2 cups sharp cheddar, 1 cup Gruyère or Swiss cheese, and ½ cup Parmesan. The cheddar provides a familiar sharp cheese flavor, Gruyère brings a smooth, nutty character, and Parmesan adds savory depth.
Seafood
The seafood combination includes ½ lb (225 g) shrimp, ½ lb (225 g) lump crab meat, and ½ lb (225 g) scallops.
The shrimp should be peeled and deveined. Small scallops can be used whole, while larger ones should be cut in half. For the crab, lump crab meat is ideal, although imitation crab can be used according to the supplied recipe.
The seafood is cooked with 1 tablespoon olive oil or butter and a pinch of salt and pepper.
Optional topping
For a crunchy finish, combine 1 cup panko breadcrumbs, 2 tablespoons melted butter, and 2 tablespoons Parmesan cheese.

Cooking Instructions
1. Cook the pasta until just tender
Bring a large pot of water to a boil and add 1 tablespoon salt. Add the elbow macaroni or cavatappi and cook according to the pasta’s package directions until tender.
Drain the pasta well once it is cooked. Set it aside while you prepare the seafood and cheese sauce.
The pasta should be cooked until tender rather than left noticeably firm, since it will be combined with the rich sauce afterward.
2. Cook the seafood
Heat 1 tablespoon olive oil or butter in a skillet or sauté pan over medium heat. Season the shrimp, crab, and scallops lightly with salt and pepper.
Add the seafood and cook until the shrimp and scallops are cooked through. The shrimp should be opaque and the scallops should be cooked through without becoming excessively firm.
Handle the lump crab gently so it retains some of its larger pieces rather than breaking apart completely.
Once the seafood is cooked, set it aside.

3. Build the creamy cheese sauce
Melt 4 tablespoons unsalted butter in a large saucepan or pot. Add ¼ cup all-purpose flour and stir to combine, creating a smooth butter-and-flour mixture.
Gradually add the 4 cups warmed whole milk, stirring as you incorporate it. Add 1 cup heavy cream and continue stirring until the mixture becomes smooth and thickens.
Stir in 2 teaspoons Dijon mustard, 2 teaspoons Old Bay seasoning or the paprika and cayenne combination, ½ teaspoon garlic powder, ½ teaspoon salt, and ¼ teaspoon black pepper.
4. Melt in the cheeses
Add the 2 cups sharp cheddar, 1 cup Gruyère or Swiss cheese, and ½ cup Parmesan to the sauce.
Stir until the cheeses melt into the warm sauce and the mixture becomes creamy and smooth. Taste and adjust the salt if needed.
The finished sauce should be rich enough to coat the back of a spoon while remaining creamy enough to spread through the pasta.

5. Combine the pasta and seafood
Add the drained macaroni or cavatappi to the cheese sauce and stir gently until the pasta is evenly coated.
Fold in the cooked shrimp, crab, and scallops, distributing the seafood throughout the creamy pasta without breaking up the crab too much.
At this point, the mac and cheese is ready to serve as a creamy seafood dish, or you can finish it with the optional crunchy topping.

6. Add the optional Parmesan-panko topping
If using the topping, combine 1 cup panko breadcrumbs with 2 tablespoons melted butter and 2 tablespoons Parmesan cheese.
Sprinkle the mixture over the prepared seafood mac and cheese for a buttery, cheesy crunch.
The topping is optional, so the dish can also be enjoyed without it if you prefer a completely creamy finish.
Notes
- Cheese options: Gruyère can be replaced with Swiss cheese as specified in the recipe.
- Seafood option: Lump crab meat can be replaced with imitation crab.
- Seasoning option: Use Old Bay seasoning, or use paprika with a pinch of cayenne instead.
- Pasta shape: Elbow macaroni and cavatappi are both suitable; choose whichever you prefer.
- Topping: The panko-Parmesan topping is optional and can be left off for a softer, creamier finish.
What to Serve With Seafood Mac and Cheese
Seafood Mac and Cheese is rich and substantial, so simple sides with fresh or crisp elements work especially well.
Green Salad
A fresh green salad adds a light, crisp contrast to the creamy pasta. Keep the dressing simple so it doesn’t compete with the cheddar, Gruyère, and seafood.
Steamed or Roasted Vegetables
Broccoli, green beans, or another favorite vegetable can add color and texture alongside the mac and cheese. Light seasoning is enough because the pasta already has plenty of flavor.
Garlic Bread
Warm garlic bread is a natural match for the creamy cheese sauce. It also gives you something sturdy for scooping up any sauce left on the plate.
Coleslaw
A cool, crunchy slaw provides a different texture from the soft pasta and seafood. A lightly dressed version works particularly well with this rich dish.
Simple Roasted Potatoes
For a particularly hearty meal, roasted potatoes can be served alongside the mac and cheese. Keep the seasoning straightforward to let the seafood remain the focus.
Storage Instructions
Seafood Mac and Cheese is best enjoyed fresh, but leftovers can be refrigerated once they have cooled.
Transfer leftovers to an airtight container and refrigerate promptly. For the best texture, enjoy refrigerated leftovers within 3–4 days.
The cheese sauce may become thicker as it chills. When reheating, warm individual portions gently and stir as needed so the sauce heats evenly. Avoid overheating, as seafood can become firm and the cheese sauce can lose some of its smooth texture.
If you are using the panko topping, it will soften in the refrigerator. For the best contrast, the topping is most enjoyable when served immediately after preparation.
Can You Make It Ahead?
The pasta, cheese sauce, and seafood are best combined close to serving time for the creamiest result. If preparing components ahead, keep them properly refrigerated and combine them when you’re ready to serve.
Estimated Nutrition
Nutrition will vary depending on the exact cheeses, seafood, pasta, and serving size used. Based on the supplied ingredients, Seafood Mac and Cheese is estimated at approximately 800 calories per serving, assuming 8 servings and including the optional topping.
This is an estimate rather than verified nutritional analysis.
Frequently Asked Questions
Can I use cavatappi instead of elbow macaroni?
Yes. The recipe specifically allows either elbow macaroni or cavatappi. Cavatappi has curves and ridges that hold onto the creamy cheese sauce, while elbow macaroni gives the dish a more traditional mac-and-cheese appearance.
Can I use imitation crab?
Yes. The supplied recipe allows lump crab meat or imitation crab. If using imitation crab, gently fold it into the finished dish so it doesn’t break apart unnecessarily.
Can I substitute Swiss cheese for Gruyère?
Yes. Swiss cheese is listed as an alternative to Gruyère in the recipe. The cheese blend will still include sharp cheddar and Parmesan for additional flavor.
What can I use instead of Old Bay seasoning?
The recipe provides an alternative of paprika plus a pinch of cayenne. This gives you a way to add seasoning without using Old Bay. If you choose this option, season gradually and taste the cheese sauce before adding additional salt.
Should I use the panko topping?
The topping is completely optional. Without it, the dish has a soft, creamy finish. With the panko, melted butter, and Parmesan, you get a crunchy layer that contrasts with the creamy macaroni and seafood.
What seafood is in this mac and cheese?
This recipe combines shrimp, lump crab meat, and scallops. The combination gives the dish several different seafood textures rather than relying on just one type. Large scallops can be cut in half before cooking, while the crab should be handled gently to preserve its pieces.
Conclusion
Seafood Mac and Cheese brings together creamy cheese sauce, tender pasta, shrimp, crab, and scallops in one comforting dish. The sharp cheddar and Gruyère make the sauce rich and flavorful, while Dijon, garlic, and seafood seasoning add extra depth. Finish it with the optional buttery Parmesan-panko topping for a crisp contrast, or serve it straight from the pot for an especially creamy dinner.
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Seafood Mac and Cheese
- Total Time: 45 minutes
- Yield: 8 servings 1x
Description
Creamy Seafood Mac and Cheese made with tender shrimp, lump crab, scallops, sharp cheddar, Gruyère, and Parmesan, with an optional buttery panko topping for extra crunch.
Ingredients
For the pasta
- 1 lb (450 g) elbow macaroni (or cavatappi)
- 1 tablespoon salt for boiling water
For the cheese sauce
- 4 tablespoon unsalted butter
- ¼ cup all-purpose flour
- 4 cups whole milk warmed
- 1 cup heavy cream
- 2 teaspoon Dijon mustard
- 1 teaspoon Old Bay seasoning or paprika + pinch cayenne
- ½ teaspoon garlic powder
- ½ teaspoon salt, adjust to taste
- ¼ teaspoon black pepper
- 2 cups sharp cheddar cheese, shredded
- 1 cup Gruyère cheese, shredded (or Swiss)
- ½ cup Parmesan cheese, grated
For the seafood
- ½ lb (225 g) shrimp, peeled and deveined
- ½ lb (225 g) lump crab meat (or imitation crab)
- ½ lb (225 g) scallops (small, or cut in half if large)
- 1 tablespoon olive oil or butter
- Pinch of salt & pepper
Optional topping
- 1 cup panko breadcrumbs
- 2 tablespoon butter, melted
- 2 tablespoon Parmesan cheese
Instructions
- Bring a large pot of water to a boil. Add 1 tablespoon salt, then cook the elbow macaroni or cavatappi according to the package directions until tender. Drain well and set aside.
- Heat 1 tablespoon olive oil or butter in a skillet over medium heat. Season the shrimp, crab, and scallops with a pinch of salt and pepper. Cook the seafood until the shrimp and scallops are cooked through. Set aside.
- Melt 4 tablespoons unsalted butter in a large saucepan or pot. Add the flour and stir until combined.
- Gradually add the warmed whole milk, stirring continuously. Add the heavy cream and continue stirring until the sauce becomes smooth and thickens.
- Stir in the Dijon mustard, Old Bay seasoning or paprika with a pinch of cayenne, garlic powder, salt, and black pepper.
- Add the shredded sharp cheddar, Gruyère or Swiss cheese, and grated Parmesan. Stir until the cheeses are melted and the sauce is creamy and smooth.
- Add the drained pasta to the cheese sauce and stir until evenly coated.
- Gently fold in the cooked shrimp, crab, and scallops, taking care not to break up the crab too much.
- For the optional topping, combine the panko breadcrumbs with the melted butter and Parmesan cheese. Sprinkle over the finished mac and cheese.
- Serve warm.
Notes
- Gruyère can be replaced with Swiss cheese as specified in the recipe.
- Lump crab meat can be replaced with imitation crab.
- Use Old Bay seasoning or substitute paprika with a pinch of cayenne.
- The panko-Parmesan topping is optional.
- Prep Time: 20 minutes
- Cook Time: 25 minutes
- Category: Dinner
- Method: Stovetop
- Cuisine: American
Keywords: seafood mac and cheese, seafood macaroni and cheese, shrimp crab and scallop mac and cheese, creamy seafood mac and cheese, seafood pasta, shrimp mac and cheese, crab mac and cheese

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