This is the kind of weeknight dinner that looks and tastes like effort, but actually saves time and stress. Creamy cheese sauce, tender cavatappi, and plump shrimp baked under a golden breadcrumb crust—comfort food with jazzed-up flavors. I love how the shrimp stays juicy because it finishes in the sauce and oven instead of getting overcooked in a pan.

You’ll appreciate how the recipe breaks down into obvious stages: pasta, sauce, assembly, and bake. The technique is straightforward, so you can focus on timing. If you’re feeding kids or company, it adapts well—tone down the cayenne for little ones or add a squeeze of lemon at the end for brightness.

Below I walk you through every ingredient and step as written, then I share tips, alternatives, and troubleshooting so your Baked Shrimp Mac and Cheese turns out great the first time and every time.

Ingredient Breakdown

16 ounces cavatappi pasta — the corkscrew shape holds sauce well; cook just shy of al dente so it finishes cooking in the oven.
6 tablespoons unsalted butter, divided — melted into the sauce and used to toast the breadcrumbs; the recipe calls for dividing it.
1 teaspoon garlic powder — adds background garlic flavor without fresh cloves.
1 teaspoon onion powder — rounds out savory notes in the sauce.
1 teaspoon cayenne pepper — gives a nice kick to the dish; use less if you’re not fond of heat.
1 teaspoon kosher salt — seasons the sauce; adjust if you use salted butter or a very salty cheese.
½ teaspoon black pepper — freshly ground if possible for the best aroma.
¼ cup all-purpose flour — makes the roux to thicken the half and half into a smooth cheese sauce.
4 cups half and half — the liquid base; richer than milk but lighter than heavy cream for a silky sauce.
12 ounces shredded gruyere cheese — about 3 cups shredded; provides nuttiness and meltiness. Use a box grater to shred.
12 ounces shredded white cheddar cheese — about 3 cups shredded; classic sharp cheddar flavor paired with gruyere for balance.
2 pounds medium raw shrimp — 51–60 count, peeled and deveined, tails off, patted dry; shrimp are added raw so they finish cooking gently in the sauce and oven.
¾ cup panko breadcrumbs — gives the topping its crunchy texture.
2 tablespoons grated Parmesan — mixed with panko for extra savory depth on top.
fresh chopped parsley — optional garnish for color and a fresh note.

Step-by-Step: Baked Shrimp Mac and Cheese

Preheat oven to 400°F. Lightly spray a deep 9″ x 13″ baking dish and set aside. Measure out 4 cups half and half and set aside.
Cook 16 ounces cavatappi pasta according to package directions until slightly less than al dente. Drain very well and set aside.
While the pasta cooks, pat 2 pounds medium raw shrimp (51–60 count, peeled and deveined, tails off) dry with paper towels and set aside.
In a large bowl, combine 12 ounces shredded gruyere cheese and 12 ounces shredded white cheddar cheese. Stir to mix, then divide the cheese mixture in half: set one half aside for the sauce and reserve the other half for the topping.
In a Dutch oven or large, heavy skillet over medium-low heat, melt 4 tablespoons of the 6 tablespoons unsalted butter.
Add 1 teaspoon garlic powder, 1 teaspoon onion powder, 1 teaspoon cayenne pepper, 1 teaspoon kosher salt, and ½ teaspoon black pepper to the melted butter. Stir constantly and cook about 30 seconds, until the spices are fragrant.
Add ¼ cup all-purpose flour to the butter-spice mixture and whisk to combine. Cook, whisking or stirring frequently, for 2 minutes.
Slowly stream in the 4 cups half and half while whisking constantly to prevent lumps. Increase the heat slightly (between medium and medium-high) and bring the mixture to a gentle simmer. Continue to simmer, stirring occasionally, until the sauce thickens, about 5 minutes.
Remove the pot from the heat and add the reserved half of the mixed cheeses (the amount you set aside for the sauce). Fold or stir until the cheese is melted and the sauce is smooth.
Add the cooked pasta and the patted-dry raw shrimp to the cheese sauce and fold gently until everything is evenly coated.
Transfer the pasta-and-shrimp mixture to the prepared 9″ x 13″ baking dish and spread into an even layer.
In a small bowl, melt the remaining 2 tablespoons unsalted butter. Add ¾ cup panko breadcrumbs and 2 tablespoons grated Parmesan to the melted butter and stir until the crumbs are evenly coated.
Sprinkle the reserved half of the mixed cheeses evenly over the top of the pasta in the baking dish, then distribute the breadcrumb mixture evenly over the cheese.
Bake at 400°F for 20–25 minutes, until the casserole is bubbly and the top is golden brown. If desired, place under the broiler for 1–2 minutes to further toast the breadcrumbs—watch carefully to avoid burning.
Remove from the oven and let sit about 10 minutes before serving. Sprinkle fresh chopped parsley over the top just before serving, if desired.

Why It Works Every Time

This recipe leans on reliable science: a proper roux (butter plus flour) thickens the half and half into a sauce that clings to the pasta. Streaming the half and half in slowly and whisking prevents lumps and creates a silky texture. Adding half the cheese to the sauce off-heat prevents graininess and helps the cheese melt smoothly into the warm dairy.

Using raw shrimp here is purposeful. The shrimp cook gently inside the hot sauce and oven, which keeps them tender and prevents the rubbery texture that comes from high-heat pan-cooking. The reserved shredded cheese and buttery panko give you two textures—cheesy melt and crunchy topping—which elevates the dish from plain mac and cheese to something with contrast.

Low-Carb/Keto Alternatives

If you want to lower carbs without losing the spirit of the dish, try these swaps:

Replace pasta — use blanched and drained cauliflower florets or cauliflower rice. Roast or steam first so they don’t release too much water into the sauce.
Breadcrumbs — swap panko for crushed pork rinds or almond flour mixed with a little grated Parmesan for a crunchy, low-carb topping.
Flour — replace the 1/4 cup all-purpose flour with 2 tablespoons of xanthan gum or use a lower amount of almond flour, but whisk carefully and watch for texture differences; xanthan gum must be whisked in slowly to avoid clumping.

Tools of the Trade

9″ x 13″ deep baking dish — needed for the final bake and even heat distribution.
Dutch oven or large, heavy skillet — makes a stable base for a smooth roux and sauce.
Whisk — essential for incorporating flour into butter and preventing lumps when adding half and half.
Box grater — for shredding gruyere and cheddar; freshly shredded cheese melts better than pre-shredded.
Colander — to drain the pasta well so the sauce clings instead of being watered down.
Small bowl — to toss the panko with melted butter and Parmesan.

Troubleshooting Tips

Common issues and quick fixes so your bake comes out exactly as intended.

Sauce too thin — simmer a little longer to reduce and thicken. Alternatively, return to low heat and whisk in a small extra pinch of flour dissolved in a tablespoon of cool half and half.
Sauce grainy — cheese can seize if added over too-high heat. Remove the pot from heat before adding cheese and stir gently until melted.
Shrimp overcooked — ensure shrimp are patted dry before mixing and don’t broil the casserole for long. Shrimp continue to cook in the oven; they’re done when firm and opaque.
Breadcrumbs soggy — make sure pasta is drained well and bake long enough for moisture to evaporate. You can also toast panko lightly in a pan before topping to help it hold up.

Variations for Dietary Needs

Gluten-free — use a gluten-free all-purpose flour for the roux and gluten-free pasta; swap panko for gluten-free breadcrumbs.
Dairy-reduced — use half-and-half as written for best results; for lower dairy, substitute 2 cups half-and-half plus 2 cups milk, but expect a slightly thinner sauce.
Nut-free — the recipe is nut-free as written; if making low-carb swaps, avoid almond-based alternatives and use crushed pork rinds (if not vegetarian).
Vegetarian — omit the shrimp and add roasted mushrooms, artichoke hearts, or extra vegetables; increase the cheese slightly to compensate for the missing protein.

Notes on Ingredients

Small details matter. Use medium shrimp (51–60 count) as specified—larger shrimp will need different timing. Shred the gruyere and cheddar yourself: pre-shredded cheese often contains anti-caking agents that affect melting. Measure the half and half up front; streaming it in slowly keeps the sauce lump-free. Lastly, keep the butter divided as written—4 tablespoons for the sauce, 2 tablespoons for the panko mixture—to get both richness and a toasty topping.

Save It for Later

Storage and reheating notes so leftovers stay good.

Refrigerator — cool to room temperature, cover tightly, and refrigerate for up to 3 days.
Freezing — this casserole freezes well without the breadcrumb topping. Assemble, cool completely, cover tightly with foil and plastic wrap, and freeze for up to 2 months. Thaw overnight in the fridge before baking; add fresh panko and cheese on top before baking.
Reheating — reheat individual portions in the oven at 350°F covered with foil for 15–20 minutes, or microwave covered until warmed through. To restore crispness, pop under the broiler for a minute or two at the end—watch carefully to avoid burning.

Troubleshooting Q&A

Q: My sauce separated after adding the cheese. A: That usually means the sauce was too hot. Remove from heat before adding cheese and stir gently until smooth. If separation occurs, a quick whisk with a small splash of cool half and half can sometimes bring it back together.
Q: The top browned but the casserole wasn’t bubbly. A: That can happen if the oven temperature is uneven. Cover with foil and bake until bubbly, then uncover to brown the top, or use the broiler briefly but watch it closely.
Q: Shrimp felt rubbery. A: They were likely overcooked. Use the size specified and do not broil for long. Shrimp finish cooking in the hot sauce and oven—remove as soon as they’re opaque and slightly firm.

Before You Go

If you make this Baked Shrimp Mac and Cheese, please leave a note about what you changed and how it went. Did you dial back the cayenne for kids? Try the gluten-free flour and report texture? Small adjustments help everyone cook better. This is one of my go-to casseroles when I want something comforting but just a little special—reliable, flexible, and easy to scale for guests.

Happy cooking. If you try a variation, snap a photo and tag it so I can see how yours turned out.

Print Recipe Save it for later

Easy Baked Shrimp Mac and Cheese

A creamy, cheesy baked cavatappi casserole with shrimp, a crunchy panko-Parmesan topping, and a touch of cayenne for heat.

Prep Time20

Cook Time35

Total Time55

Course: Main Course

Cuisine: American

Servings: 12 servings

Ingredients

16 ouncescavatappi pasta
6 tablespoonsunsalted butterdivided
1 teaspoongarlic powder
1 teaspoononion powder
1 teaspooncayenne peppergives a nice kick to the dish use less if you’re not fond of heat
1 teaspoonkosher salt
1/2 teaspoonblack pepper
1/4 cupall-purpose flour
4 cupshalf and half
12 ouncesabout 3 cups shredded gruyere cheese – use a box grater to shred
12 ouncesabout 3 cups shredded white cheddar cheese
2 poundsmedium raw shrimp51-60 count peeled and deveined, tails off, patted dry
3/4 cuppanko breadcrumbs
2 tablespoonsgrated Parmesan
fresh chopped parsleyoptional garnish

Instructions

Preheat oven to 400°F. Lightly spray a deep 9" x 13" baking dish and set aside. Measure out 4 cups half and half and set aside.
Cook 16 ounces cavatappi pasta according to package directions until slightly less than al dente. Drain very well and set aside.
While the pasta cooks, pat 2 pounds medium raw shrimp (51–60 count, peeled and deveined, tails off) dry with paper towels and set aside.
In a large bowl, combine 12 ounces shredded gruyere cheese and 12 ounces shredded white cheddar cheese. Stir to mix, then divide the cheese mixture in half: set one half aside for the sauce and reserve the other half for the topping.
In a Dutch oven or large, heavy skillet over medium-low heat, melt 4 tablespoons of the 6 tablespoons unsalted butter.
Add 1 teaspoon garlic powder, 1 teaspoon onion powder, 1 teaspoon cayenne pepper, 1 teaspoon kosher salt, and ½ teaspoon black pepper to the melted butter. Stir constantly and cook about 30 seconds, until the spices are fragrant.
Add ¼ cup all-purpose flour to the butter-spice mixture and whisk to combine. Cook, whisking or stirring frequently, for 2 minutes.
Slowly stream in the 4 cups half and half while whisking constantly to prevent lumps. Increase the heat slightly (between medium and medium-high) and bring the mixture to a gentle simmer. Continue to simmer, stirring occasionally, until the sauce thickens, about 5 minutes.
Remove the pot from the heat and add the reserved half of the mixed cheeses (the amount you set aside for the sauce). Fold or stir until the cheese is melted and the sauce is smooth.
Add the cooked pasta and the patted-dry raw shrimp to the cheese sauce and fold gently until everything is evenly coated.
Transfer the pasta-and-shrimp mixture to the prepared 9" x 13" baking dish and spread into an even layer.
In a small bowl, melt the remaining 2 tablespoons unsalted butter. Add ¾ cup panko breadcrumbs and 2 tablespoons grated Parmesan to the melted butter and stir until the crumbs are evenly coated.
Sprinkle the reserved half of the mixed cheeses evenly over the top of the pasta in the baking dish, then distribute the breadcrumb mixture evenly over the cheese.
Bake at 400°F for 20–25 minutes, until the casserole is bubbly and the top is golden brown. If desired, place under the broiler for 1–2 minutes to further toast the breadcrumbs—watch carefully to avoid burning.
Remove from the oven and let sit about 10 minutes before serving. Sprinkle fresh chopped parsley over the top just before serving, if desired.

Equipment

9 x 13 baking dish
Dutch oven or large heavy skillet
Large Pot
Mixing Bowl
Small Bowl
Whisk
Box grater

Notes

Notes
You can use any pasta shape you wish but I suggest a shorter
pasta like Cavatappi or elbow.
This packs a slight kick, so add the cayenne pepper to taste.
I tend to use frozen shrimp most often as it's super convenient; just thaw before using and pat dry.
For a pretty presentation, leave out about a dozen of the shrimp
and add to the top of the pasta before placing the remaining cheese and
breadcrumbs on top.
Using half and half makes for a decadent mac and cheese. For a
slightly lighter version you can use whole milk and keep everything else the same.
To make a half recipe, cut all ingredients in half and use an 8" x 8" baking dish.
For families with shrimp-lovers and shrimp-haters: Use all the same ingredients, all the same amounts, except use just half the quantity of shrimp. When the cheese sauce has finished thickening, fold in the cooked pasta, and then divide the cheesy pasta between two 8" x 8" baking pans (or dishes of a similar size). Fold the shrimp into only one of those pans. And then proceed with the rest of the instructions, adding more shredded cheese and the buttery Parmesan breadcrumbs to the top of each pan. Bake both pans in the oven at the same time.