Currently approved adjuvants induce protective antibody responses but are more limited for generating cellular immunity. Here we assessed the effect of combining two adjuvants with distinct mechanisms of action on their ability to prime T cells; the TLR3 ligand, polyinosinic:polycytidylic acid (Poly I:C), and immunostimulatory complexes (ISCOMs). Each adjuvant was administered alone or together with HIV Gag protein (Gag) and the magnitude, quality and phenotype of Gag-specific T cell responses were assessed. For CD8 T cells, all adjuvants induced a comparable response magnitude, but combining Poly I:C with ISCOMs induced a high frequency of CD127+, IL-2 producing cells with decreased expression of Tbet compared to either adjuvant alone. For CD4 T cells, combining Poly I:C and ISCOMs increased the frequency of multifunctional cells, producing IFNγ, IL-2 and TNF, and the total magnitude of the response compared to either adjuvant alone. CD8 or CD4 T cell responses induced by both adjuvants mediated protection against Gag-expressing Listeria monocytogenes or vaccinia viral infections. Poly I:C and ISCOMs can alter antigen uptake and/or processing and we therefore used fluorescently labeled HIV Gag and DQ-OVA to assess these mechanisms respectively in multiple DC subsets. Poly I:C promoted uptake and retention of antigen, while ISCOMs enhanced antigen degradation. Combining Poly I:C and ISCOMs caused substantial death of DCs but persistence of degraded antigen. These data illustrate how combining adjuvants, such as Poly I:C and ISCOMs that modulate antigen processing and have potent innate activity, can enhance the magnitude, quality and phenotype of T cell immunity.