A 45-year-old woman was referred to the Department of Oral Medicine, Diagnosis and Radiology, KLE V.K. Institute of Dental Sciences, Belgaum by a local dentist for evaluation of a swelling in upper right posterior region of jaw. The swelling was present since six months and was small to begin with and gradually increased to attain the present size. There was history of occasional blood discharge from area adjacent to the swelling at intervals of six to eight days since six months. There was no history pain related with the same. Patient also gave history of extraction of maxillary right incisors which was grossly decayed 1 year back and the extraction procedure was uneventful. The medical, social and family histories were unremarkable. The results of review of systems and physical examination revealed no abnormal findings. The clinical examination revealed a diffuse, smooth, solitary dome- shaped swelling with sessile base measuring about 5 X 3cms present palatally adjacent to the midpalatal region extending from permanent right maxillary canine to the permanent right maxillary second molar. The swelling was soft, rubbery, fluctuant, fixed and non-tender on palpation. Mucosa over the swelling was same as adjacent normal keratinized mucosa with no sinus tract or any discharge. The oral hygiene was poor with many missing teeth and poor periodontal status. Patient was subjected for radiographic investigations. The intra-oral periapical radiograph in relation to 13 14 15 region revealed a well defined radiolucency with breach in lower border and measuring approximately 2.5 X 2cms. The superior border of lesion was not covered in radiograph. The internal structure was uniformly radiolucent. The maxillary occlusal topography revealed radiolucency in right maxilla, measuring approximately 2 X 1cms. The lateral border was corticated and well defined whereas the medial border was diffused. The root stump of tooth 14 was seen to overlap with distal aspect of radiolucency. Panoramic radiograph revealed radiolucency in edentulous area anterior to the premolars in right maxilla. The borders were well defined and uniform cortication was visible. The approximate size was 2.5 X 2cms. The internal structure was uniformly radiolucent having a density of soft tissue. There was a breach in lower border of radiolucency with loss of cortication, suggesting the growth of the mass into the underlying soft tissue. The displacement of root pieces of the premolars at the same side was also appreciated. A provisional diagnosis of infected residual cyst with missing canine was given. Depending upon the history and clinical presentation, the other differential diagnosis like postsurgical cysts of the maxillary sinus, primordial cyst, keratocyst and traumatic bone cyst were considered. To reach to a definitive diagnosis the patient was subjected for excisional biopsy of the lesion after carrying out complete heamogram. Excisional biopsy was performed, and the mass was submitted for histopathologic examination. Under scanner view, section shows 3 pieces of tissue with one showing surface epithelium and other showing adipose tissue covered by fibrous capsule under higher magnification tissue shows matured adipocytes in which nucleus is placed at periphery. Tissue is covered by fibrous capsule. In adipose tissue, numerous endptheilly proliferating large and small blood vessels with RBCs and extravasated RBCs are present. Chronic inflammatory infiltrate predominantly lymphocytes and plasma cells are present, collagen fibres with spindle to plump shaped fibroblast can be seen. Features suggestive of LIPOMA. Keywords: Lipoma, intraoral, oral cavity