Gastropleural fistula is a very rare disorder, caused by various conditions, such as trauma and postoperative complication, subphrenic abscess, malignancy, hiatal hernia. The major causes of the gastropleural fistula have changed from trauma and subphrenic abscess to postoperative complication of malignant disorders. We report a case of empyema that developed respiratory failure caused by gastropleural fistula in a middle age woman with review of related articles.