So, what is this meal I speak of?  Baked Tilapia Parmesan.  I can't remember exactly how I came across this recipe.  I want to say I was using Ziplist to search. (Ziplist, if you are unfamiliar with it, ROCKS!  Go check it out!)
Back to the recipe.  I need to give a much deserved THANK YOU to Nikki at Now We're Cooking for sharing this recipe.  It has been a family favorite since the first bite.
Baked Parmesan Tilapia
Recipe Source: Now We're Cooking 
Prep/Cooking Time:  30 minutes / 5 mins prep
Ingredients: 
1/2 cup fresh grated parmesan cheese
3 tablespoons mayonnaise
1/4 teaspoon dried basil
1/8 teaspoon onion powder
2 lbs tilapia fillets
1/4 cup butter, softened
2 tablespoons fresh lemon juice
salt and pepper
3 tablespoons mayonnaise
1/4 teaspoon dried basil
1/8 teaspoon onion powder
2 lbs tilapia fillets
1/4 cup butter, softened
2 tablespoons fresh lemon juice
salt and pepper
Directions: 
- Preheat oven to 400 degrees F.
 - Grease baking pan. In small bowl, mix together the cheese, butter, mayonnaise and lemon juice, basil, onion powder, salt and pepper.
 - Arrange fillets in a single layer in prepared pan. Bake for 20 – 30 minutes until done and flaky.
 - Remove fillets from oven and cover them with the cheese mixture on top side.
 - Place under broiler for 2 minutes or until the topping is browned.
 
Be careful not to overcook the fish.
Makes 8 servings.
Ok, so yes - South Beach Phase 1 does not allow for butter.  Simple solution - I substituted Smart Balance Spread.  Tastes just fine!
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