Huff N. Puff

"I've got a surprise attack. Just give me a little time to prepare."

- Huff N. Puff

Huff N. Puff is an evil cloud monster that is made up of 60 Tuff Puffs (he has 60 HP) and stops the Sun from shining on Flower Fields in Paper Mario.

Bowser assigned him to guard the sixth Star Spirit, Klevar and used the Star Rod to turn him into a Ruff Puff beast.

Mario and his comrades, with the help from their new teammate Lakilester, destroy his Puff-Puff Machine, defeat him, save Klevar and bring peace back to Flower Fields. His base of operations is Cloudy Climb.

He attacks with Body Slams, blowing wind, thunder and lightning strikes and when his HP gets to 5, he can create earthquakes. After he is attacked, Tuff Puffs will spawn. The number of Tuff Puffs is equal to the amount of damage done. These tuff Puffs provide backup while battling Mario and his comrades. Huff N. Puff can swallow the Tuff Puffs to restore HP. Despite the fact these Tuff Puffs were once a part of Huff N. Puff they still refer to him as master.

Trivia

 * Although Huff N. Puff's name could simply be derived from the fact that he is a cloud, it is perhaps more likely to be a reference to "Huff and Puff," a line from The Three Little Pigs.
 * If Lakilester is Mario's active partner upon confronting Huff N. Puff, the cloud boss will react differently, addressing the Lakitu directly as "Spike" and calling out his betrayal.