CASE PRESENTATION: A sixty three year old female with a history of asthma, who had lost her husband 1 week ago from pneumonia, presented to the emergency room with a fever, generalized malaise, nasal discharge, cough, sputum production and shortness of breath for 3 days. She was found to be febrile, tachypneic and hypoxic, saturating 84% on room air. Lung exam revealed bilaterally reduced breath sound with diffuse rales and mild wheezing. Blood work demonstrated leukocytosis with bandemia. Chest X-Ray showed bilateral infiltrates. She was treated for CAP with Ceftriaxone and Azithromycin. Blood culture grew MSSA. She received nafcillin but her condition deteriorated. She required high flow 100% oxygen. Chest CT scans done 7 days apart showed blossoming bilateral infiltrate and development of multiple cavitary lesions of the lung. She was started on Linezolid, Clindamycin and intravenous immunoglobulin (IVIG) for suspected necrotizing pneumonia with PVL toxin producing MSSA. She underwent prolonged extra corporeal membrane oxygenation therapy but with subsequent recovery. The genetic study confirmed PVL gene consistent with MRSA USA 300.