A method and device is taught to improve the appearance of cellulite by combining mild exfoliation of the skin, various wavelengths of low level light, ultrasound, and a vacuum or suction. The device is intended to increase the metabolic rate of the fat cells and reduce their size, while increasing the extensibility or length of the septae. Such increased activity will promote blood flow to the affected area thereby increasing cell nutrients and removing cellular exudates while stimulating the growth of new collagen thereby alleviating the cellulite.