This is a 52 year-old female who presented to the office with a history of bilateral 250 ccs saline breast implants in 1991. She wanted the implants exchanged for silicone implants and a breast lift (mastopexy) at the same time. The patient had a pre-existing breast asymmetry with the left breast being more ptotic (drooping) and both breasts appeared deflated. She also had a contour deformity on the medial aspect of the left breast which we recommended could be treated with fat injection to the left breast as a secondary procedure after the implant exchange. The patient opted to stay with the same size breast implants (250 ccs) but wanted silicone implants instead of saline. She had the implant exchanges to Mentor Smooth Round Moderate Plus Profile Silicone Breast Implants 250 ccs via periareolar incisions. The surgery was performed at our AAAASF accredited surgical facility in Downers Grove, IL under general anesthesia. On the right side, a periareolar mastopexy was performed to lift the right breast. On the left side, a circumvertical mastopexy (lollipop incision) was performed to lift the left breast. The patient was injected with Exparel around both breasts for better postoperative pain control. The patient had an uneventful postoperative course. Six months after the implant exchange, the patient had 35 ccs of autologous fat injected to the medial aspect of the left breast to address a contour deformity under local anesthesia.