An 86-year-old white male presented with an erythematous, painless, slowly growing, and firm left thigh nodule. Histologic examination revealed a dermal proliferation of monomorphous cells arranged in trabeculae, nests, and sheets with an infiltrative growth pattern. The cells had a high nuclear-cytoplasmic ratio, finely granular nuclear chromatin, and nuclear molding. Numerous mitotic figures, apoptotic cells, and individual cell necrosis were present; lymphovascular invasion was identified. The tumor was attached, demonstrating pagetoid intraepithelial migration, to a follicular cyst lined by squamous epithelium, lacking a granular cell layer and filled with compact keratinous content, diagnostic of trichilemmal cyst. Immunohistochemical study revealed that tumor cells expressed pan-cytokeratin (CK), chromogranin, synaptophysin, neuron-specific enolase, and CK20 (dotlike staining pattern), thus supporting the diagnosis of Merkel cell carcinoma. The association of Merkel cell carcinoma with a cyst is an exceptionally rare occurrence. As a result of the prominent involvement of the cyst wall by tumor cells, we favor that in this case carcinoma arose in the trichilemmal cyst rather than being a collision tumor. This hypothesis is also supported by the recent observation that Merkel cells are frequently present within normal hair follicles, especially in the isthmic portion that corresponds with the area of origin of the trichilemmal cyst.