Besides bone, two other tissues directly contact an osseous implant and/or attachments to it: epithelium and soft connective tissues including the gingival connective tissue. These tissues have received less attention than bone, but are required because of the transmucosal nature of endosseous dental implant restorations. The attachment and growth of human gingival and periodontal ligament fibroblasts and an epithelial cell line to titanium with various surface textures have been examined. Of the three cell types examined, gingival fibroblasts attached best, followed by periodontal ligament fibroblasts and the epithelial cells. Both fibroblast cell types had more cells attached to control (tissue culture plastic) and smooth titanium than either of two rough surfaces. However, once attached, the fibroblast cells grew well on smooth and rough titanium. Epithelial cells did not attach well to any of the surfaces but after a lag period proliferated on control and smooth titanium, although not on either rough titanium surface. This study demonstrates that, as has been found in vivo, human fibroblast and epithelial cell attachment and proliferation are significantly affected by surface characteristics of titanium. These studies suggest that surface texture could be used to guide specific cell attachment to the dental implant. They also provide an in vitro model in which agents such as inflammatory mediators and growth factors could be examined on specific cell function on titanium with distinct surface characteristics. Keywords: cell attachment, epithelial cells, fibroblasts, implant surfaces, titanium implants