This paper describes a case of mullerian adenosarcoma with sarcomatous overgrowth. This 75-year old woman presented with atypical vaginal bleeding and enlarged uterus. On ultrasonography the endometrium was described as "thick" (4 cm) with cysts and aggregates of sarcomatous cells were seen on VABRA curettage. TAH & BSO was performed. The polypoid intrauterine mass measured 10 cm in the largest size and protruded through the external orifice. It was yellow with scattered cysts at the base and hemorrhagic at the apex. Myometrial invasion was evident. Microscopically most of the tumor consisted of a fibrosarcoma like tissue. It contained rhabdomyoblastic elements and mitosis count was 15 or more for 10 HPF. A small part of the tumor shared the features of mullerian adenosarcoma with glands surrounded by condensed stroma. The pseudostratified glandular epithelium was ciliated and focally mucinous. Periglandular tissue was pleiomorphic and mitotically active. Immunohistochemically stromal cells showed a slight positive staining for vimentin and a strong positivity for smooth muscle specific alpha actin. With the exception of scattered cells, desmin and striated muscle specific actin were extensively negative.