Nodular-cystic fat necrosis is an unusual, distinctive entity characterized by histologically encapsulated fat necrosis in the subcutis. We report two cases of nodular-cystic fat necrosis. The lesions were subcutaneous nodules. Histopathologically, the nodules showed strong periodic acid- Schiff -positive necrotic adipose tissue with lipomembranous changes and calcification. (Ann Dermatol 13(1) 59~61, 2001).