Xanthogranulomatous reaction is rare begin disease affects many different organs, in clinical practice it is well known to affect kidney and gallbladder, but also affect male genital organs including (Testis, epididymis, and spermatic cord), we report a case 70-year old, diabetic patient presented with right scrotal swelling, had history of prior TURP, tumor markers was within normal range, ultrasound shows multiple hypo echoic lesions with moderate hydrocele, exploration done: pus found within tunica vaginalis, and destructed testicular tissue with necrosis, culture revealed (E.Coli), histopathology showed xanthogranulomatous orchitis.