BACKGROUND: Breast-cancer-related lymphedema affects ~25% of the 2 million breast cancer survivors in the US and may impact function and quality of life. PURPOSE: 1) To compare upper extremity (UE) function between women with and without lymphedema after breast cancer treatment; 2) To determine the impact of impairments on arm function and quality of life (QOL). SUBJECTS: 144 women post breast cancer treatment, 73 diagnosed with lymphedema. METHODS/MATERIALS: Demographic, symptom, Disability of Arm-Shoulder-Hand (DASH), and QOL questionnaires were completed. Objective measures included Purdue pegboard, finger tapper, Semmes-Weinstein monofilaments, vibration perception threshold, strength, range of motion (ROM), and volume. ANALYSIS: T-tests, Mann-Whitney ranked sum analysis, and chi square for significance of differences between groups were performed. Analysis-of-variance was carried out for within and between group comparisons. Linear regression was used to assess the contribution of variables to the variance in DASH and QOL scores. RESULTS: Women with lymphedema had more lymph nodes removed (p < .001), more frequent reports of UE symptoms (p< .001), higher BMI (p =.041), and higher DASH scores (greater disability) (p < .001). There were no differences in QOL scores between groups. For all participants there was less strength (elbow flexion, wrist flexion, grip), less shoulder ROM (abduction, flexion, ER), decreased sensation at the medial upper arm, and greater volume in the affected arm (p < .05). The differences between sides were greater in the women with lymphedema, particularly in shoulder abduction ROM. (p < .05). Women with lymphedema had bilaterally less elbow flexion strength and shoulder ROM (flexion, abduction, ER) (p < .05). Variables found to significantly contribute to the variance of the DASH scores were past diagnosis of lymphedema, affected UE grip strength, affected UE shoulder abduction ROM, and number of comorbidities (R 0.681, R2 of 0.463, p < .001). Age and number of comorbidities explained 33% of the variance in the QOL total score. Affected UE summed strength score contributed to the variance in 3 QOL subscale scores: physical (16%), psychological (8%), and social (11%). CONCLUSIONS: Women with lymphedema have greater UE impairment than women without, which negatively impacts arm function.