8 oz. cooked shrimp
8 oz. crab meat or lobster
1 (16 oz.) pkg. elbow macaroni
1/2 cup Panko bread crumbs
2 tbsp. unsalted butter, melted

CHEESE SAUCE:

1/2 medium onion, chopped
2 tsp. minced garlic
1 cup all-purpose flour
4 tbsp. unsalted butter
2 1/2 cups milk
1/2 cup heavy cream
1 cup grated Parmesan cheese
1 cup shredded Cheddar cheese
2 cups Gruyere cheese, shredded
1 tsp. seafood seasoning
1/8 tsp. nutmeg
1/2 tsp. paprika
salt and pepper, to taste

Preheat oven to 350°F.

Cook the macaroni according to package directions to al denté.

In a small bowl, put in the Panko bread crumbs and 2 tablespoons of melted butter, stir to mix well and set aside.

Put 4 tablespoons butter into a saucepan on medium heat and add the onions, cook until the onions are soft.

Add garlic to the pan, sauté for another 30 seconds.

Add the flour and whisk to combine.

Using the whisk, slowly add in the milk and the heavy cream and all the seasonings.

Add the cheeses to the sauce and continue to whisk until the cheese are completely melted.

Stir the seafood of choice into the cheese mixture.

Pour the cheese mix over the cooked and drained elbow macaroni and stir to combine well.

Sprinkle with buttered bread crumbs.

Bake at 350°F for 30 minutes or until hot and bubbly.

Submitted by: Tim Prichard