Angiolipoma is a variant of lipoma with a prominent vascular component. It is the most common tumor of the forearm followed by trunk and extremities of young individuals. It's occurrence in head and neck region is rare. In this report, we present clinical and histopathologic features of non-infiltrating angiolipoma occurring on the upper lip in a 9-year-old female. Toluidine blue stain is used to demonstrate increased mast cell density around blood vessels, speculating its role in vasculogenesis.