Swelling of a commercial 5 Ah lithium-ion cell with a nickel/manganese/cobalt-oxide cathode is investigated as a function of the charge state and the charge/discharge rate. In combination with sensitive displacement measurements, knowledge of the electrode configuration within this prismatic cell's interior allows macroscopic deformations of the casing to be correlated to electrochemical and mechanical transformations in individual anode/separator/cathode layers. Thermal expansion and interior charge state are both found to cause significant swelling. At low rates, where thermal expansion is negligible, the electrode sandwich dilates by as much as 1.5% as the charge state swings from 0% to 100% because of lithium-ion intercalation. At high rates a comparably large residual swelling was observed at the end of discharge. Thermal expansion caused by joule heating at high discharge rate results in battery swelling. The changes in displacement with respect to capacity at low rate correlate well with the potential changes known to accompany phase transitions in the electrode materials. Although the potential response changes minimally with the C-rate, the extent of swelling varies significantly, suggesting that measurements of swelling may provide a sensitive gauge for characterizing dynamic operating states.