As the number of soft tissue correctional procedures increases yearly and the current methods being inadequate, alternative methods of rectifying defects has become a focus for tissue engineers. Our long-term goal is to engineer adipose tissue to correct soft tissue defects resulting from aging, trauma, congenital abnormalities, and tumor resection (including lumpectomies and mastectomies). The immediate objective is to develop and characterize a photopolymerizable synthetic hydrogel system to act as a bioactive scaffold that promotes preadipocyte (precursor cell to adipocyte) adhesion and proliferation for adipose tissue engineering. We have shown that poly(ethylene glycol) diacrylate derivatized with enzyme-sensitive degradation sites and cell-adhesion ligands promote preadipocyte adhesion, viability, proliferation and differentiation, and demonstrates mechanical properties able to withstand physiological strains and frequencies. The following specific aims address the scope of this thesis: (1) Determine the required polymer chemistry and fabricate a series of hydrogels with and without degradation peptides and cellular binding sites. (2) Quantitatively compare the physical properties (e.g., viscosity, elastic modulus, viscous modulus, complex modulus, and % recovery) of human adipose tissue with hydrogels fabricated. (3) Demonstrate that hydrogels containing adhesion ligands and degradation sites optimally promote preadipocyte adhesion, viability, and proliferation compared to other hydrogel configurations. (4) Demonstrate that preadipocyte-loaded hydrogels promote adipogenesis within a low-shear bioreactor system.