Re-expansion Pulmonary Edema (REPE) is a recognized but rare complication of lung re-inflation after pathologic collapse or intentional deflation. The presentation of REPE may be highly variable, ranging from a clinically asymptomatic, incidental radiologic finding to acute respiratory failure accompanied by severe, life-threatening hypoxemia. With the current report, we present a patient with severe aortic insufficiency, severe mitral regurgitation, coronary artery disease, pulmonary hypertension, who underwent aortic valve replacement, mitral valvuloplasty, coronary artery bypass grafting, and developed at the immediate post-operative period severe respiratory failure due to REPE, requiring venous-venous Extracorporeal Membrane Oxygenation (VV-ECMO).