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Although Whipple's disease is clinically recognized for its features of arthritis and diarrhea, pericarditis and cardiac valvular disease are frequently present and a significant number of such patients die suddenly and unexpectedly. This report includes special postmortem cardiovascular examinations in a 55-year-old man who died of Whipple's disease. Pericarditis and valvular disease were extensively present. There was also focal myocardial degeneration, including the sinus node, A-V node and His bundle. Typical Schiff-positive bacilli were found in the tunica media and endothelium most numerously in the small coronary and hepatic arteries, less in splenic and renal arteries, and least in small pulmonary arteries. Large coronary arteries and the aorta were not involved. Three stages of bacterial invasion of the arteries included a noninflammatory phase in which the bacilli were most numerous, a pancreatic phase in which bacilli were distinctly less numerous, and a healed scarring of arteries previously damaged. The combination of pericarditis, valvular disease of the heart, coronary and systemic bacterial arteritis and focal myocardial degeneration and myocarditis is unusual for Whippl'e disease. Studies of other cases are warranted to determine whether bacterial arteriopathy and arteritis have previously been overlooked or if the present case is unique. Evidence that the conduction system of the heart may be involved indicated that careful attention to cardiac rhyth and conduction is merited in future studies of patients with Whipple's disease.