CASE PRESENTATION: Patient is a 71 year old male with history of hyperlipidemia, diabetes, and hypertension who initially presented to ER with progressively worsening proximal muscle weakness of both his upper and lower extremities to the point where he could not even get out of bed. In the ER, he was noted to have CK elevated >48,000 and was admitted to the hospital for further work up. Rheumatology was consulted and autoimmune work up revealed positive autoantibodies directed against 3-hydroxy-3-methylglutaryl- coenzyme A reductase (the enzyme target of statin therapies). Patient also underwent left thigh muscle biopsy which revealed necrotizing myopathy, no features of inflammatory myopathy were seen. Even prior to these results, patient was started on high dose steroids with minimal improvement. Unfortunately, patient proximal muscle weakness progressed to involve bulbar muscles requiring intubation and transfer to ICU. He had a prolonged intubation and inability to wean off the vent so tracheostomy and PEG tube were placed. CK down-trended with fluids and steroids but patient course further complicated by sepsis 2/2 fungemia and he ultimately passed away.