Sometimes a little change is a good thing. Even though Chelsea Prime, the highly rated restaurant in The Chelsea in Atlantic City, was among the best of the many restaurants arriving during that derecho of steak houses a few years back, demographics change as quickly as a strong wind.

For Atlantic City, that mostly means a younger crowd is coming to the party. And for the former Chelsea Prime, that means a new name - Dining on the Fifth - a new menu, a new chef and a completely new staff.

Megan McNulty has been with the Chelsea since the beginning, and as the food and beverage director, knew it was time for a change.

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"We wanted to make it more approachable and more cost- effective for all kinds of people coming to Atlantic City, not just those coming for special occasions," says McNulty.

Chelsea Prime was for a very select group of people who came once every couple of months.

"We wanted something that people could come to and feel relaxed and come almost every weekend if they wanted to," McNulty says. "We are getting a lot more hotel guests coming down to check us out."

Matthew Frey is the new chef at Dining on the Fifth and echoes the sentiments of McNulty about making the restaurant more affordable.

"The nightclub attracts a younger crowd," says Frey, whose continental menu is perfect before going out for an evening at the club.

The new concept is also more casual than that of Chelsea Prime.

The decor has changed only slightly, with tiered banquette seating, tables and chairs have moved into areas called "cubes," and they have added couches and lounge furniture on the main floor.

The Cubes are private areas that each seat up to 40 people.

"We wanted to make it accessible to the bachelor and bachelorette parties, which is why we created these cube areas, where they can have their fun without offending anybody else, or making them feel uncomfortable," says McNulty. "You can come in and enjoy the beautiful views, get some drinks, some light bites, and still be able to enjoy the room without having to get the entire three-course meal."

The room has a lounge feel, with a DJ that plays from 7 to 10 p.m.

"He takes requests, and there is a small dance area," McNulty says. "It still has the absolutely gorgeous panoramic view of the ocean."

With the Nightclub at Chelsea right next door, once you are finished eating, dinner guests have free access to the only rooftop night club in Atlantic City, with dancing and the Umbrella Bar outside.

"You can't go wrong," says McNulty. "Matt (Frey) created this menu from top to bottom. Now, you can do small plates or a bunch of appetizers for a large group and have it still be as great as ordering an entree."

No longer a "steakhouse," the menu still has a few steaks for those confirmed carnivores.

Cuban pork tacos ($9) is a family recipe from a Cuban restaurant that Frey worked at in Florida, served with a mango salsa. Jumbo lump blue crab cakes ($11), is a recipe from Frey's own family, and is all real crab meat that is served with a spicy aioli dipping sauce.

Ginger chicken lollipops ($9) was a recipe from the Chelsea Hotel that Frey left on the current menu. Frenched drumsticks are deep fried and served with a sweet and spicy ginger sauce. The imported cheese plate ($10) usually consists of goat cheese, brie and sharp cheddar served with homemade breadsticks.

Salads include a chopped mix green salad ($7) made with romaine lettuce, arugula, cucumber, tomato, and a citrus vinaigrette. A popular spinach salad ($7) is served with a poppy seed vinaigrette then garnished with toasted almonds and dried cranberries.

All dressings are made from scratch.

The entree list offers plenty of choices for the most discriminating diners.

A popular selection is the 8-ounce filet mignon ($27) cooked to order, that Frey says is made even better by adding a balsamic glaze and melted goat cheese for a richer flavor that filets sometimes lack. A 12-ounce grilled New York strip steak is also available for the beef eater in the family.

Dining on the Fifth serves only certified Angus beef.

Seafood lovers will enjoy the littleneck clams ($20), an angel hair pasta dish with smoky bacon and tomato in a white wine sauce. Scallops ($20), fresh and local, are served over arborio rice then finished with fresh asparagus.

Ahi tuna ($21) is sushi-grade and pistachio encrusted, and served with a soy-wasabi dipping sauce. Frey gives you the option of cooking the tuna to your preferred temperature.

"Everything is selling very well," says Frey.

Sides include a white truffle mac and cheese ($6), sea salted string fries ($5), and sauteed spinach ($5) or grilled asparagus ($5).

All desserts are made in house by their pastry chef.

Chocolate Kahlua cake ($7), blackberry mojito sorbet ($7), and a cookie plate ($7) with a sugar cookie, oatmeal raisin cookie, and chocolate chip cookie along with vanilla ice cream, are all homemade.

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