We report an atypical lipoma arising in the tongue of a 43-year-old man who presented with an indolent dorsal lingual swelling. Atypical lipomas contain multivacoulated lipoblasts, which distinguishes them from benign lipomas. The superficial location in this case distinguishes this tumour from well-differentiated liposarcoma, which is biologically similar in lacking the propensity for metastasis. The superficial location of atypical lipoma allows a complete resection, which is often not possible for the deep-seated counterpart. Atypical lipoma and well-differentiated liposarcoma, if left in situ, may undergo transition to de-differentiated liposarcoma. Atypical lipoma should be completely excised with a cuff of normal tissue in order to prevent repeated local recurrence and the possibility of de-differentiation.