We describe a very rare case of bilateral xanthelasma. Pathologically, xanthoma cells invaded the dermis, subcutaneous tissues, orbicularis muscle, orbital septum, orbital fat, and palpebral levator. Clinically, diplopia was present. Although considerable improvement was noted in appearance after surgical removal of as much of the tumors as possible, an increase in and a recurrence of the remaining tumors were observed at a later date following the operation.