Background and purpose: The prognosis of completely resected stage Ⅲ

A

(N

2

) non-small cell lung cancer (NSCLC) remains a significant concern. The 5-year overall survival (OS) rates range from 10% to 30%. This study aimed to analyze the patterns of first failure in completely resected stage Ⅲ

A

(N

2

) NSCLC and to assess the actuarial risk of developing metastasis a

t different sites and to guild standard clinical practice. Methods: Patients with Ⅲ

A

(N

2

) NSCLC who had undergone radical surgery in our hospital from Jan. 2005 to Jul. 2012 were retrospectively reviewed. The progression-free survival (PFS)

the OS

patterns of first failure

the actuarial risk were analyzed. The cumulative incidence of first failure was determined using the Kaplan-Meier analysis. Results: Among 357 patients who met the eligibility criteria with completely resected stage Ⅲ

A

(N

2

) NSCLC

5-year OS was 36.9%. There were 284 (77.6%) patients experiencing disease failure: 61 with local failure

197 with local and distant failures

and 26 patients with local recurrence as the first failure. Brain

bone and lung were the main sites of distant failure as the first failure

while brain was the most common site. There were 67 patients developing brain metastases (BM) as the first site of failure. The median time of local failure as the first site of failure was 13.6 months

and the time to develop distant recurrence was 15.1 months. 92.5% BM developed in 3 years after the complete resection. Conclusion: As the first failure

the rate of distant failure was much higher than that of local failure in completely resected stage Ⅲ

A

(N

2

) NSCLC. Brain was the most common site of distant failure as the first failure. These results can be helpful in  guiding standard clinical practice and evaluating the outcome of comprehensive treatment.