Introduction: The GI tract is a common site for primary lymphoma (10-15%), and also as an extranodal site (30-40%). Colorectal involvement, however, is rare, accounting for 3% of GI lymphoma and only 0.3 % of colonic malignancies. The concomitant presence of ulcerative colitis and DLBCL is exceedingly rare, and diagnosis is often delayed, owing to overlap of symptoms. Case: A 71-year-old man with a history of ulcerative colitis (UC) and coronary artery disease was admitted with abdominal pain, persistent diarrhea and weight loss. He had an antecedent history of colitis for at least 8 years, with biopsies consistent with infectious colitis vs. early inflammatory bowel disease, treated with mesalamine and, intermittently, with antibiotics during exacerbations; he was never treated with immune modulators. Prior imaging, including CT scans, had revealed mild colonic mural thickening with a “featureless” transverse colon, suggestive of ulcerative colitis, but no radiographic evidence of malignancy. While undergoing bowel prep for colonoscopy, he complained of sudden worsening of abdominal pain. A CT scan revealed a large volume of intraperitoneal free air, consistent with a bowel perforation and an inflammatory state of the sigmoid and descending colon, compatible with ulcerative colitis. An emergent resection and colostomy was performed. The histopathology was consistent with a diffuse large B cell lymphoma (DLBCL) with adjacent segments of colon showing chronic colitis and focal ulceration, negative for transmural inflammation, consistent with the diagnosis of ulcerative colitis. He was subsequently treated with six cycles of rituxan and EPOCH, and is currently in remission and followed by oncology. Repeat PET/CT imaging to date has not shown any recurrence of disease. Discussion: We present this case of DLBCL in a patient with UC who presented with vague abdominal symptoms and was not on immunosuppressive medications. The link between UC and colonic lymphoma remains unresolved. Hypotheses include ongoing treatment with immunosuppressive agents vs. chronic inflammation in the setting of UC as the inciting factor for development of lymphoma. Further study is needed to define the relationship between UC and primary colonic lymphoma. Colonic lymphoma tends to present with vague abdominal and systemic symptoms often overlapping with those characteristic of inflammatory bowel disease. This, along with the potential for colonic lymphomas to present as ulcerative lesions, makes it difficult to distinguish from UC. Perforations are exceedingly rare. Given the unusual occurrence of primary colonic lymphoma in the setting of UC and the overlap of symptoms, a high index of suspicion is needed.