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A 92 year old woman presented to our breast clinic with marked bilateral breast swelling. She had congestive cardiac failure, which was improving. She had noticed that the breast swelling improved when the dose of her diuretics was increased. Bilateral mammography showed gross skin and subcutaneous oedema but normal breast parenchyma, consistent with cardiac failure. Diagnosis can be more challenging in patients who present with unilateral breast swelling from congestive cardiac failure, as a result of lying on their side. The changes of peau d'orange and skin thickening may be misinterpreted as advanced breast cancer.cancer.