In your oven set to 450°F and coat a large casserole dish with nonstick spray. Heating the dish ahead helps the topping crisp up once it’s in the oven.
Boil spaghetti in a pot of salted water following package directions until it’s tender but still firm. Drain and set it aside so it’s ready when the sauce is done.
Heat 2 tablespoons butter and 1 tablespoon olive oil in a Dutch oven over medium heat. Add mushrooms, onion, and a pinch of pepper, and sauté until the mushrooms soften and the onion turns translucent.
Stir in garlic, thyme, and red pepper flakes. Cook for about one minute until the garlic gives off a fragrant aroma and the spices bloom.
Pour in the white wine and bring the mixture to a boil. Let it bubble for 5 to 6 minutes so the alcohol cooks off and the flavors concentrate.
Add shrimp and clams to the pot. Stir and cook until the shrimp turn pink and firm, about 3 to 4 minutes, so you don’t overcook them.
Stir in 2 more tablespoons of butter until melted, then sprinkle in the flour. Stir continuously until the mixture turns smooth and slightly thickened.
Pour in heavy cream and half and half, then stir to blend. Add lemon juice and paprika, and simmer for 5 to 6 minutes until the sauce thickens and coats the back of a spoon.
Toss the cooked spaghetti and Parmesan into the sauce until every strand is coated. Transfer the mixture into your prepared casserole dish.
Melt 3 tablespoons butter in a small saucepan, stir in panko and a pinch of salt. Sprinkle the buttery crumbs evenly over the pasta so you get a golden crunch.
Bake for about 10 minutes until the sauce bubbles around the edges and the topping turns golden brown. Finish with a sprinkle of parsley and thyme before serving.