A low-grade dedifferentiated liposarcoma in the retroperitoneum of a 52-year-old woman is described. The excised specimens contained six nodules of lipoma-like well-differentiated liposarcoma and a nodule of dedifferentiated liposarcoma. The latter was composed predominantly of loosely arranged, benign-appearing spindle cells and fat cells. A small number of cells with irregularly shaped nuclei were scattered. There were no mitotic figures. The fat cells showed slight variation of size and shape, and a few multivacuolated lipoblasts were found. The spindle cell areas occupied approximately 60% of the tumor. The stroma was somewhat fibrous and myxoid and no dense collagenous matrix was found. The stroma vascularity was not prominent. Immunohistochemically, the spindle cells were positive for vimentin but negative for S-100 protein, desmin, muscle actin, and alpha-smooth muscle actin. Follow up for 5 months showed no evidence of recurrence or metastasis. The tumor, in which the benign-appearing spindle cell component was predominant, was considered to be a low-grade dedifferentiated liposarcoma. Close and long-term follow up is required. In retroperitoneal lipoma-like well-differentiated liposarcomas, spindle cell components like the present tumor, which represent dedifferentiation, should not be overlooked.