A forty-one year old woman with destructive arthritis, rheumatoid nodules and high titer rheumatoid factor, as well as photosensitivity, malar rash, glomerulonephritis, positive lupus erythematosus cell preparations, high titer antinuclear and anti-DNA antibodies is described. The presence of rheumatoid factor in this patient did not protect against the development of glomerulonephritis. Clinical, pathologic and serologic observations justified the diagnoses of both rheumatoid arthritis and systemic lupus erythematosus. © 1969.