This young lady underwent bilateral breast augmentation with silicone implants over 30 years prior to the presentation to our office. She was concerned that after 2 children and change of body habitus, her implants were no longer proportional to her figure. On examination, she was found to have contracted implant capsules and very limited tissues around the implants. Therefore, removal of bilateral implants and accompanying scarring (capsules) with replacement using new, more proportional implants was offered. Due to minimal amount of soft tissue at the lateral and medial aspect of her breasts, concurrent fat transfer was also performed to enhance soft tissue envelope and overall shape of the breasts.