CASE PRESENTATION: 64 year old male presented with increasing fatigue, decreased appetite and multiple falls for a few weeks. He initially had trouble walking which quickly progressed to diffuse weakness, areflexia and respiratory failure requiring intubation. He subsequently went into distributive shock and multi-organ failure. Despite persistent fevers, his infectious workup, including an HIV test, was negative. CT scan showed bilateral perinephric soft tissue thickening and an enlarged aortocaval lymph node. MRI of the brain and cervical spine without contrast were significant for enlarged posterior cervical lymph nodes. CSF cell count, glucose, and cultures were normal, but protein was elevated to 606 mg. Cytology was negative. LDH was >3000 and uric acid was elevated to 30.9. A bone marrow biopsy diagnosed Burkitt’s lymphoma. He received high dose steroids, cytoxan and intrathecal chemotherapy. After 1 week, he began to show signs of neurologic improvement, but ten days later, he developed neutropenic sepsis and died.