CASE PRESENTATION: A 44-year-old man presented with several weeks of malaise, weakness, lymphadenopathy, and fevers. He endorsed a 60-lb weight loss over the past year that he attributed to poor oral intake due to a large tongue ulceration that he thought he incurred after biting his tongue during a seizure. Past medical history included seizure disorder and remote history of skin squamous cell carcinoma on the lower abdomen status post wide excision. Interestingly, he had an inguinal lymph node excision at that time that was remarkable for non-caseating granulomatous inflammation. The patient was found to be septic thus started on broad-spectrum antibiotics. CT neck, chest, and abdomen were performed demonstrating development of extensive small cysts with associated consolidation. Diffuse lymphadenopathy was also noted suggesting the presence of a reactive process. Immunosuppression workup was negative. Within 12 hours of presentation, he experienced acute respiratory failure requiring endotracheal intubation. Fiberoptic bronchoscopy with brocheoalveolar lavage (BAL) was performed. Over the next 24-hrs the patient continued to deteriorate requiring escalating vasopressor support. He eventually went into pulseless electrical activity arrest and 36-hrs after presenting to the hospital, died. Pathology from BAL returned demonstrating histoplasmosis.