The Tanooki Suit is a second-tier powerup, which is an advanced form of the Raccoon Leaf. The Tanooki Suit grants characters one additional power besides flight, either allowing the character to turn into a statue of some sort by pressing down and the run button or a unique ability depending on the suit.
- Mario will turn into Tanooki Mario. He takes his Raccoon abilities and adds an Asian-like statue to it.
- Luigi becomes Bee Luigi from Super Mario Galaxy. Besides flight, he can spin and fire stingers in two directions.
- Wario will turn into Vampire Wario from the Wario Land series. This gives him an enhanced dash attack. His statue form is a golden SML3 Wario statue.
- Waluigi will turn into Vampire Waluigi, which is exactly the same as Wario's.
- Sonic will gain the Mark-II Rocket Boots and a magnetic shield to attract coins. This will disable his Insta-Shield ability.
- Tails will become Tanooki Tails, giving him his Raccoon flight abilities. If you hold the run button while crouching, Tails will turn into the Tails Doll from Sonic R for his statue.
- Arthur will gain Red Armor. This increases the speed of his attacks and allows him to throw one more projectile at a time. Pressing SHOOT allows him to switch between weapons instantly.
- Link will gain a shield if he doesn't have one already. If he does already own a shield, it will be upgraded to the next tier.
- Roll gains the use of Tango to fly. Roll can use Tango to attack enemies with a buzzsaw by holding up when releasing a charged shot. However, she can't fly while this is active and it uses weapon energy.
- Simon will gain a shield that stops most enemy projectiles.
- Ryu Hayabusa gains the Black Suit, which increases Ryu's attack power and decreases his ammo cost.
- Samus gains the Screw Attack. This will allow her to defeat enemies by jumping into them.
- Legacy Link will become Classic Link from the first Legend of Zelda game (brown hair, brown tights, and cross shield). He wields the Zelda 1 Magic Sword, can fly by turning into a Zelda II fairy and fires sword beams.
Standard | Super Mushroom | Fire Flower | Raccoon Leaf | Hammer Bros. Suit | Tanooki Suit | Blue Shell | |
Crossover | Sci-Fi Suit | Mega Man Suit | Soldier Suit | |
Other | 1-Up Mushroom | 3-Up Moon | Poison Mushroom | Starman | Lil Reaper | Stomp Boots | Life Energy | |