This article is the second in a series of three that presents an anatomic functional guide to the peripheral innervation of the shoulder and upper limb. It illustrates the axial anatomy of the shoulder and upper arm. The next article continues this format for the lower arm and hand. Together, all three papers can be used to rapidly identify each upper limb muscle and its innervation(s). They can also be used to locate the peripheral nerve trunks, and correlate lesions with the classic pattern(s) of muscle denervation and altered sensation.