The classic lateral arm flap is constrained by limited skin availability, thick subcutaneous tissue, a short vascular pedicle, and inconsistent sensory innervation. We report modifications of the lateral arm flap which increase its skin availability, provide thin sensate skin, and extend the overall reach of the flap. The vascular anatomy of the lateral arm/proximal forearm flap was studied in 10 fresh anatomic specimens. The posterior radial collateral artery communicated with a rich vascular plexus that extended well into the proximal forearm. This plexus is also fed by communicating branches from the radial recurrent artery. Fifteen lateral arm/proximal forearm flaps have been utilized for various upper and lower extremity reconstructions and three penile constructions. All flaps survived, and there was primary healing of all wounds. Three are presented which demonstrate the versatility of the lateral arm/proximal forearm flap.