We report a case of heterotopic brain which presented as a cystic mass in the palate and which clinically was thought to be a cystic hygroma. Histologically, there was a remarkable proliferation of choroid plexus-like structures which we believe to have been responsible for the production of cerebrospinal fluid. We believe heterotopic brain to result from early displacement of multipotential cells and that the presence of cerebrospinal fluid within extracranial brain tissue does not imply an intracranial communication.