Soft-tissue masses, other than malignant masses, of the head and neck rarely present with invasion of the base of the skull. [1] Inflammatory pseudotumor should be considered, while dealing with soft-tissue mass in the retropharyngeal area as it may mimic malignant neoplasm. Previous report showed four cases of nasopharyngeal inflammatory pseudotumor with skull base invasion in diabetic patients. [2] We describe a case of soft-tissue mass infiltrating the nasopharynx and extending up to the cavernous sinus. Knowledge about diversity of such case increases the awareness of neurologists, otolaryngologists, and radiologists and help in directing the appropriate management protocol.Retropharyngeal lesions have different spectrum of presentations. We herein present a case with step-wise progression of ambiguous symptoms and signs of polycraniopathy, caused by a soft-tissue mass in the retropharyngeal space extending into the cavernous sinus, as detected by magnetic resonance imaging. Initially, he was presented with hemifacial pain and lately progress rapidly to involve all cranial nerves; 3 rd through 12 th cranial nerves. The differential diagnosis was malignant tumor or aggressive infectious mass, which were excluded by histopathological examination. The diagnosis of inflammatory pseudotumor was a diagnosis of exclusion and decided based on a combination of clinical profile, blood test, radiological, and histopathological results.