CASE PRESENTATION: 55 years old male with history of HIV presented to ER with severe dyspnea and 8 lbs weight gain for a week. Chest CT scan showed septal and peribronchovascular thickening with ground-glass opacities and mediastinal lymph node enlargement. With a differential diagnosis of pulmonary edema, pneumocystis carinii pneumonia (PCP), atypical infection and lymphoma, patient underwent bronchoscopy that did not show any endobronchial lesion. Endobronchial ultrasound and transbronchial needle aspiration of lymph nodes 4L, 7, 10R and transbronchial biopsy from right lower lobe(RLL) was obtained. Pathology from RLL showed an atypical spindle cell proliferation positive for CD31, factor VIII, D2-40, CD34 and HHV 8 stain diagnostic for KS. Patient was promptly started on chemotherapy.