Resection of the proximal humerus in children can result in loss of the humoral growth plate. Limb salvage procedures in these instances require replacement of the growth plate to insure continued growth of the upper extremity as well as restoration of limb function. Reconstruction can be achieved using a vascularized fibula flap that has been extended to include the epiphyseal growth plate located in the head of the fibula. Successful transfer of the epiphysis requires modification of the harvested fibula flap pedicle to include the anterior tibial artery with or without the peroneal artery. Here we discuss the vascular anatomy of the upper fibular epiphysis and present a patient who underwent proximal humerus reconstruction utilizing the free fibula flap with inclusion of the epiphysial growth plate. KR is a 9 y/o female with osteosarcoma of the left proximal humerus. Resection of her tumor resulted in an 11.5 cm proximal humerus defect. The 14.5 cm harvested fibula was procured with both the peroneal artery and anterior tibial vessels as pedicles to preserve growth plate viablility. The distal fibula was place within the medullary canal of the cut end of the humerus with 2.5 cm of over ride. The fibular head was positioned in the glenoid fossa. The knee was stabilized with the remaining lateral collateral ligament and biceps tendon. The anatomosis of the anterior tibial artery to branches of the brachial artery was performed in a retrograde fashion to provide pedicle length. Four months after reconstruction there is no knee instability in comparison with the uninvolved side. The reconstructed arm has full range of motion of the elbow and the shoulder demonstrates 80 degrees of forward flexion and abduction and 50 degrees of extension. She has no significant internal or external rotation. Radiographic exam shows no sign of subluxation near the glenoid and good alignment of the fibula within the humerus distally. The growth plate is open radiographically but no measurable growth is yet demonstrated. Growth plate transfer for reconstruction of the proximal humerus can be accomplished using the fibula and fibular head but a detailed understanding of growth plate anatomy and vascular supply is required. Further observation is required to determine actual growth of the reconstructed arm.