A patient underwent cerebral angiography with thorium dioxide (Thorotrast). Six years later, an acne-like eruption of the face and scalp occurred which persisted despite aggressive treatment. Twenty-six years after the angiography he developed chronic lymphocytic leukemia with massive lymphadenopathy. Review of three facial biopsies revealed collections of Thorotrast-laden histiocytes and free thorium dioxide within a background of chronic inflammation and dermal fibrosis. These changes are of the same type described in Thorotrast granulomas of the subcutaneous tissues. There is an increased incidence of myelogenous leukemia in Thorotrast-treated patients; lymphoproliferative disorders, however, are only rarely observed.