| 1 box | BARILLA Spaghetti |
| 1 bag (12-ounce) | cherry tomatoes, halved |
| 3 | scallions (white and pale green parts only), coarsely chopped |
| 3 | garlic cloves |
| 1 piece (1-ounce) | Parmesan cheese, coarsely chopped |
| 8 | fresh basil leaves |
| 3 tablespoons | olive oil |
| to taste | salt and freshly ground black pepper |
| 1/3 cup | extra-virgin olive oil |
| 1 teaspoon | dried red pepper flakes |
| 1 pound | peeled deveined uncooked large shrimp |
| 2 pounds | small clams, scrubbed |
| 3 tablespoons | fresh lemon juice |
| 1/4 cup | chopped fresh basil |
| 1 tablespoon | grated lemon peel |
COMBINE the first 6 ingredients in the bowl of a food processor,and pulse just until the tomatoes are coarsely chopped (do not puree). Transfer the sauce to a large bowl. Season the sauce with salt and pepper to taste. Set aside.
BRING a large pot of salted water to a boil.
WHISK the oil, red pepper flakes, and ½ teaspoon of salt in a large bowl. Add the shrimp and toss to coat.
HEAT a heavy large skillet over high heat. Using a slotted spoon transfer the shrimp to the hot skillet and sauté just until cooked through and golden, about 2 minutes. Transfer the shrimp to a bowl.
ADD the remaining oil mixture, clams, and lemon juice to the same skillet. Cover and cook until the clams open (discard any that do not open), shaking the pan occasionally, about 8 minutes. (Some clams may contain more liquid than others; if you find there is too much liquid at this point, reduce the liquid by half. Return clams to skillet.)
COOK the spaghetti until tender but still firm to the bite, stirring often to prevent the pasta from sticking together, about 8 minutes.
DRAIN the pasta and transfer to a large bowl.
ADD the tomato sauce, and toss to coat. Season the pasta to taste with salt and pepper. Top with the shrimp and clam mixture. Sprinkle with the basil and lemon peel, and serve.