This 28 year old woman had large implants placed elsewhere. She developed capsular contracture Baker grade 3, causing a high-riding appearance. She had stretching or distortion of the nipple and areolar complexes. She underwent corrective surgery which consisted of removal of the existing implants, insertion of a smaller pair of silicone gel filled breast implants (275 cc round High Profile implants) and bilateral periareolar mastopexy to reduce the diameter of the areola and to improve the position of the nipple. Her postoperative result is seen at six months with dramatic improvement in breast and nipple aesthetics.