A 55-year-old woman suffered an episode of massive hematemesis caused by an aortoesophageal fistula from an atherosclerotic thoracoabdominal aortic aneurysm. In situ grafting of the thoracic portion of the aneurysm was followed by sepsis and a sinus tract between the mid-esophagus and the aortic prosthesis. Graft removal, aortic closure, esophageal closure and axillobifemoral bypass allowed clearing of the sepsis and recovery. Severe hypertension followed aortic closure and extra-anatomic bypass and resulted in the eventual death of the patient 16 months later from dissection of the ascending aorta with pericardial tamponade. There are very few treated cases of aortoesophageal fistulas caused by atherosclerotic aneurysms reported in the literature. Furthermore, there are no reported cases where the aorta was closed at the level of the subclavian artery with extra-anatomic bypass to restore blood flow to the lower half of the body.