Introduction: Nipple and areolar reconstruction is an integral part of breast reconstruction, whether post-mastectomy or for athelia. Nipple and areolar reconstruction not only restores symmetry with the contralateral normal breast, but also transforms a mound to a more normal appearing breast. Numerous techniques have been described in nipple-areolar reconstruction, including skin grafts, tattooing, “banking” of the excised areola, nipple sharing, and local flaps. We describe a modification of the bilobe flap for nipple and areola reconstruction that is relatively simple in design, easily reproducible, with minimal donor site defect. Most importantly, the flap provides a new nipple that has good projection and is aesthetically pleasing. Materials and Methods: The location and shape of the new nipple is outlined on the breast mound. Next, a bilobe flap is designed. The primary or larger flap (3x1 cm) is marked 12 o’clock to the new nipple and a secondary or smaller flap (1x1 cm) is placed at 10 o’clock, 60 degrees from the primary flap. Next, the flaps are raised at the subdermal layer, and rotated 90 degrees along their arcs of rotation. The primary flap forms the tip of the new nipple, and both flaps form the superomedial walls of the new nipple. The secondary flap is placed deeper or closer to the chest wall than the larger flap. The flaps are then inset and the donor sites closed primarily using interrupted non-absorbable sutures. Sutures are removed one week later, and tattoing is performed one month later. Results: The above method was used in 15 patients over the past year (2003). All nipple-areola reconstructions were performed for breast reconstruction post mastectomy for breast cancer. Both TRAM and breast implant reconstructions were represented. The patients were followed regularly one week and up to one year post-operatively. There were no complications noted. An aesthetically pleasing nipple with good projection was achieved in all patients. Conclusion: We described a new modification to the bilobe flap for nipple and areola reconstruction. An advantage of our technique to previous bilobe flaps is our ability to close all areas of the new nipple and the donor site primarily.