Myelolipoma is a relatively rare benign tumor composed of fatty tissue and bone marrow elements. It is frequently associated with the adrenal glands but may exist as a solitary mass elsewhere. Adrenal myelolipomas are typically nonfunctioning and asymptomatic. They may be associated with an endocrine disorder such as Cushing's disease, Addison's disease, or hyperaldosteronism; however they are most often discovered incidentally. Their size is usually less than 5 cm and they are managed nonoperatively. We report a case of bilateral giant adrenal myelolipoma producing abdominal pain in a 54-year-old man, who presented to his primary care physician with complaints of right shoulder pain with vague abdominal discomfort. Imaging studies identified bilateral suprarenal masses measuring 12 x 14 cm on the right and 8 x 10 cm on the left. These masses were consistent with fatty tissue radiographically. In addition a focal 5 x 4-cm mass was identified in the transverse colon. Because the patient was symptomatic and a diagnosis of liposarcoma could not be excluded he was taken to the operating room for exploratory laparotomy with excision of the masses and a transverse colectomy. Final histologic analysis identified bilateral adrenal myelolipomas and a solitary lipoma of the transverse colon. His postoperative course was uneventful with relief of the pain. Despite its benign nature and rare growth beyond 5 cm myelolipoma of the adrenal gland is best managed with excision in the symptomatic patient. Preservation of adrenal tissue is vital so as not to commit patients to a lifetime of steroid replacement.