Perfect for shellfish lovers, this creamy Seafood Mac and Cheese combines tender pasta shells with a rich and cheesy sauce. Featuring shrimp and imitation crab, it’s easy to make and easy on the budget!
This comforting twist on the classic dish is also topped with crispy fried onions for a burst of savory flavor in every bite. A crowd pleasing mac casserole that’s great for weeknights or casual gatherings!

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🩵 About This Recipe
Upgrade your mac and cheese with delicious seafood! This amazing baked shrimp mac and cheese features a simple but delicious cheese sauce and seafood in every bite.
With a crispy fried onion topping, this is a majorly savory and comforting take on mac and cheese that's perfect for seafood lovers. The whole family will love this gourmet mac and cheese that's fairly easy on the budget!
And if you can't get enough shrimp, try my Chipotle Shrimp Tacos or this One Pan Creamy Coconut Shrimp!
🧂 Gather Your Ingredients

- pasta shells - feel free to use another pasta shape if you prefer, but the shells are perfect to go with the seafood theme!
- butter
- milk
- flour - helps thicken the cheese sauce.
- shredded cheddar cheese
- cooked shrimp
- imitation crab - you can use real crab if you prefer, but I love how affordable imitation is.
- salt and black pepper
- French fried onions - an optional topping that add a crispy and savory bite.
🔪 Let's Make Seafood Mac and Cheese!
(Or click here to jump right to the recipe card with measurements!)
Start Cheese Sauce
Melt the butter in a large pot and mix in the milk.

Make Roux
Mix the flour into the butter mixture until combined.

Add Cheese
Stir the cheese in until fully melted and smooth.

Mix in Other Ingredients
Add the crab, shrimp, and cooked pasta and mix until everything is coated.

Bake
Transfer to a greased baking dish, sprinkle with fried onions, and bake at 350 degrees F for 30 minutes uncovered.
💡 Expert Tips and Tricks
- If you're starting with raw shrimp, cook in a skillet over medium heat with a little bit of oil until just opaque.
- Avoid lumps by whisking continuously as you add the flour.
- For an even smoother and meltier cheese sauce, grate your own cheddar cheese. Pre-shredded cheese is often coated in a thin layer that prevents it from sticking together but also prevents it from melting as well.
❔ FAQs
Imitation crab is actually made mostly from a fish paste called surimi, which is usually made up of pollock and other similar white fish. It may not be actual crab, but it is still seafood!
Cheddar is always my starting point, but you can also use other varities of cheese like Gruyere, Monterey Jack, Gouda, and Mozzarella. You'll want something creamy and melty for a rich and smooth cheese sauce.
For this recipe, it's like because of excess moisture in the shrimp and/or crab. Pat everything dry and be sure to drain any excess moisture you see to avoid watery pasta.

📝 Substitutions and Variations
- Make this even fancier by adding cooked scallops, lobster, or real crab.
- Elbows, penne, and rotini are all great substitutions for the pasta shells.
- For some extra flavor and an even heartier result, add some sauteed garlic and spinach.
- Breadcrumbs can be used as a topping instead of the fried onions for a more classic mac and cheese.
Kristin’s Kitchen Tip
The fried onions are technically optional but add so much flavor to your mac and cheese! You can also top with some fresh parsley and a squeeze of lemon juice for added freshness.
🥡 Storage and Reheating
Transfer leftovers to an airtight container and store in the fridge for 2 to 3 days. You can also freeze your leftover shrimp macaroni, but be aware the flavors and texture might be slightly different once thawed.
To reheat your seafood macaroni, pop it in the microwave and or return to the stovetop. Add a splash of milk to keep the sauce creamy. You can also reheat in the oven right from frozen at 350 degrees. It'll take about 25 to 30 minutes depending on how much macaroni you're reheating.
Keep It Handy
Don't have time for this seafood mac and cheese recipe right now? Click on or tap the heart icon on the BOTTOM RIGHT of the screen to save it for later!
🍴 What To Serve With This Dish
For a simple side dish, pair with a light green salad with a nice lemon vinaigrette to balance the hearty and savory flavors. Another way to make this a complete meal is to serve with some roasted vegetables or steamed broccoli.
😋 More Mac and Cheese Recipes You'll Love
- Slow Cooker Cauliflower Mac and Cheese - An easy slow cooker mac and cheese with hidden veggies for extra nutrition.
- One Pot Mushroom Mac and Cheese - Hearty, earthy, and perfectly creamy!
- Crock Pot Buffalo Mac and Cheese - Only 5 ingredients are required for this bold and zesty take on mac!
- One Pot Broccoli Mac and Cheese - Add broccoli florets to your mac and cheese for a dinner and side dish all in one.
- Mac and Cheese Egg Rolls - This incredible appetizer dish from Life Currents turns the classic pasta dish into a handheld delight!
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Baked Shrimp Mac and Cheese
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📋 Recipe Card

Seafood Mac and Cheese
Ingredients
- 12 ounces pasta shells (1 box)
- 3 tablespoons butter
- 2 cups milk
- ¼ cup flour
- 2 cups shredded cheddar cheese
- 12 ounces cooked shrimp
- 4 ounces imitation crab, diced into bite-sized pieces
- Salt and pepper to taste (optional)
- 1 cup French fried onions (optional)
Instructions
- Preheat oven to 350 degrees F (175 degrees C).
- Prepare pasta al dente according to package instructions. While the pasta is cooking, continue with the next steps.12 ounces pasta shells
- Melt the butter in a saucepan over medium heat, then mix in the milk.3 tablespoons butter, 2 cups milk
- Mix in the flour and stir until combined.¼ cup flour
- Add the cheese and mix until completely melted and smooth.2 cups shredded cheddar cheese
- Drain the pasta and return to the pot. Add the cheese sauce, shrimp, and crab pieces, and stir well until the cheese mixture is distributed evenly. Season with salt and pepper if desired.12 ounces cooked shrimp, 4 ounces imitation crab, diced into bite-sized pieces, Salt and pepper to taste
- Place the pasta mixture in a 2 ½ quart casserole dish. Sprinkle the top with the French fried onions if desired.1 cup French fried onions
- Bake for 30 minutes uncovered.
Notes
Prep Tips:
- If your shrimp is raw, cook it first by heating a skillet with a little oil and cooking the shrimp until just opaque.
- For a smoother cheese sauce, whisk continuously while adding the flour to the milk to avoid lumps.
- Grate your own cheddar cheese if possible—it melts better and creates a creamier sauce than pre-shredded cheese.
Variation Suggestions:
- Try using a seafood blend, or scallops, lobster, or real crab for a fancier twist.
- If desired, you can substitute elbows, penne, or rotini for the pasta shells.
- Stir in some sauteed garlic or chopped spinach for extra flavor and nutrients.
- Use a breadcrumb topping instead of the French fried onions if you prefer a more classic crunch.
Serving Suggestions:
- Serve with a side salad tossed in a lemon vinaigrette to balance the richness of the dish.
- Pair with roasted vegetables or steamed broccoli for a complete meal.
- When serving, squeeze a bit of lemon juice or sprinkle with chopped fresh parsley to add brightness.
Storage Info for Leftovers:
- Store leftovers in an airtight container in the refrigerator for up to 3 days.
- Reheat gently in the microwave or on the stovetop with a splash of milk to loosen the sauce.
- You can freeze leftovers, but note the texture of the pasta may change slightly.
- Reheat frozen portions in the oven at 350°F until warmed through (about 25–30 minutes).
Nutrition
Nutritional information is an estimate. The nutritional values for your final dish may vary based on measuring differences and products used.
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