There are glaring discrepancies in the microanatomical descriptions of cellulite in the literature. We revisited this common skin condition in women with a microscopic examination of 39 autopsy specimens. A control group consisted of 4 women and 11 men showing no evidence of cellulite. The lumpy aspect of the dermohypodermal interface appeared to represent a gender-linked characteristic of the thighs and buttocks without being a specific sign of cellulite. Incipient cellulite identified by the mattress phenomenon was related to the presence of focally enlarged fibrosclerotic strands partitioning the subcutis. Such strands possibly serve as a physiologic buttress against fat herniation limiting the outpouching of fat lobules on pinching the skin. These structures might represent a reactive process to sustained hypodermal pressure caused by fat accumulation. Full-blown cellulite likely represents subjugation of the hypertrophic response when connective tissue is overcome by progressive fat accumulation. Histologic aspects reminiscent of stretch marks are identified within the hypodermal strands, resulting in clinical skin dimpling.