Kimura's disease is a rare, benign lymphoproliferative disorder of unknown etiology. It occurs most often in Asian men, usually in the second or third decade of life. Most lesions occur in the head and neck followed by the axilla, groin, popliteal region, and arm. The lesions are commonly found in soft tissues. To the best of our knowledge, there has been only one case report of bone involvement in Kimura's disease presented on plain radiography. We report a case of Kimura's disease that involved the proximal meta-diaphysis of the humerus and adjacent soft tissue shown on radiography and MR imaging.