The present invention provides a directionless reconfigurable optical add/drop multiplexer (ROADM) system. The present invention provides a scalable all-optical switching element that includes a combination of 1×N wavelength selective switches (WSS), 1×N splitters/combiners, optical amplifiers, and tunable filters to provide a fully non-blocking solution which can be deployed in a scalable manner. The 1×N splitters are configured to split multiples copies of a plurality of drop wavelengths which can be amplified and sent to a tunable filter which selects out a particular wavelength for drop. The 1×N combiners are configured to combine multiple add wavelengths for egress transmission.