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|World(s)||Jolly Roger's Lagoon|
|Weakness(es)||Talon Torpedo, Grenade Eggs, Sonar Ping|
Swellbellies are large, pufferfish-like enemies found throughout Jolly Roger's Lagoon's Atlantis in Banjo-Tooie. When Banjo and Kazooie get near them, Swellbellies inflate themselves and damaging the duo if they touch their spines.
- The Puftup enemies from Donkey Kong 64, another game developed by Rare Ltd., were recycled into the Swellbellies from Banjo-Tooie. They act almost exactly the same as Puftups from Donkey Kong 64: differences with these have the red coloring, among others being the eye highlights differently positioned, as well as green eyes and mouths instead of red, and is fought slightly differently, swelling larger but not exploding.