A blinded, retrospective review of 83 soft-tissue masses (49 benign and 34 malignant) was performed to evaluate the ability to distinguish benign from malignant soft-tissue masses with magnetic resonance (MR) imaging. The correct histologic diagnosis was reached in 31% of cases by one reader and in 16% of cases by the second reader. Mean sensitivity was 50% for benign masses and 80% for malignant masses. The majority of both benign and malignant masses had inhomogeneous signal intensity and at least partially irregular borders. Malignant masses uncommonly had smooth borders and homogeneous signal intensity. MR imaging can be used to evaluate the extent of soft-tissue masses, but most masses will require biopsy to determine if they are benign or malignant.