A tissue-engineered adipose substitute would have numerous applications in plastic and reconstructive surgery. This work involves the characterization of the in vitro cellular response of primary human adipose-derived stem cells (ASC) to three dimensional, naturally derived scaffolds. To establish a more thorough understanding of the influence of the scaffold environment on ASC, we have designed several different soft tissue scaffolds composed of decellularized human placenta and crosslinked hyaluronan (XLHA). The cellular organization within the scaffolds was characterized using confocal microscopy. Adipogenic differentiation was induced and the ASC response was characterized in terms of glycerol-3-phosphate dehydrogenase (GPDH) activity and intracellular lipid accumulation. The results indicate that the scaffold environment impacts the ASC response and that the adipogenic differentiation of the ASC was augmented in the non-adhesive XLHA gels.