A case is described of multiple intraductal papilloma of the breast in a 39 year old Micronesian female who presented to our institution with a 2 year history of spontaneous bloody nipple discharge with an associated giant cystic breast mass. This case report illustrates an unusual presentation of a rare benign breast lesion. The clinical, radiographic, and pathologic features of this disease process are discussed; the literature is reviewed; and management options are discussed.