Villous adenomas of the upper gastrointestinal tract, although rare, are difficult to diagnose and treat because of their location, invasiveness, and association with adenocarcinoma. Two patients with duodenal villous adenoma and upper abdominal pain as the presenting symptoms are described. Endoscopy is important for early diagnosis. The recommended treatment is simple excision with biopsy, or pancreaticoduodenectomy if adenocarcinoma is present.