A 62-year-old female with a history of hepatitis C presented with one week of worsening abdominal distension. On physical examination, she had icterus, abdominal distension, shifting dullness, and a positive fluid wave. Computed tomography (CT) of the abdomen and pelvis demonstrated a small left hepatic lobe lesion and moderate ascites. Chest CT demonstrated a large substernal mass (3.5 × 1.7 cm) in the anterior mediastinal fat in the region of prepericardial lymph nodes. Following resection of the substernal mass, histopathology revealed metastatic involvement by poorly differentiated hepatocellular carcinoma (HCC). The patient was in fulminant liver failure postoperatively and succumbed to her disease. Mediastinal lymph nodes metastases in HCC are rare and often portend a poor prognosis when present. We discuss a case of HCC presenting with a substernal mass, and provide a literature review of the management and prognosis of lymphatic spread of HCC.