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Upgrade was the Omnitrix's DNA sample of a Galvanic Mechamorph from Galvan Prime's moon, Galvan B.


Upgrade had a predominantly plum-coloured exterior with a violet torso and thighs. He had purple stripes that extend from his body, resembling circuitry; the circle on the front of his head being his eye.

As a toddler, Upgrade still looks the same but in smaller size as well as having a younger voice.

Upgrade wore the Omnitrix symbol on his chest.

Powers and Abilities

Upgrade was not completely solid, as he could alternate between the forms of a liquid and a gelatinous being. Due to this, he can reshape himself to let projectiles or blows pass through him by creating a hole in his body at will.

Upgrade could use his internal nanotechnology to merge with and possess any technology by encasing himself over it. The size of the device is not significant and he controls it as naturally as he would his own body. When he merged he upgraded the technology, making the technology he possessed far more advanced and futuristic and causing new features to form on it. He could also destroy the technology he possesses.[1]

Possessing technology allowed him to transform it with seemingly no limit, such as merging with the Rustbucket and turning it into a space ship, while the moment he un-merged with it, it returned to normal. He could also make his head or his face appear anywhere on the machines he possesses.

Upgrade was able to upgrade the Omnitrix to permanently enhance his other aliens.[2]

Due to being made of living metal, Upgrade was able to regenerate himself.


Upgrade was weak against electricity (being living metal).[3] He was sensitive to electromagnetic pulse/fields and magnetic fields.

As a toddler, Upgrade could not completely merge with technology but could if he was stretched long enough.[4]


Ben 10


Season 1

Season 2

Video Games

Ben 10

Upgrade is a playable alien character in the game.

Upgrade is initially unavailable, but is unlocked towards the middle part of the The Scrapyard level.

Upgrade is able to stretch his arms to inhuman lengths, turn into a puddle of slime and shoot a purple energy beam from his eye.

Upgrade's Ultimate Ability consists of him unleashing a devastating eye beam at enemies.

Upgrade is not required to be used at all in order to complete the game.

Naming and Translations

Language Name Origin
Portuguese (Br) Ultra T From ultra, high and from T, abbreviation of technology
Russian Плазма From плазма (plazma), plasma
Spanish (HA) Ultra T From ultra, ultra- and T, abbreviation of technology.
Turkish güncelleme from upgrade


  • Upgrade still appeared in the opening for the first 20 episodes of season 2, up until Half-Sies, despite being removed from the active playlist by this point and Shock Rock having been introduced.
  • Upgrade can fire a purple laser from his eye in the video game.
  • Unlike his original counterpart, Upgrade spoke with a voice that is different from Ben's.
  • Theoretically, since Glitch has been removed from the Omnitrix, Ben could possibly reobtain Upgrade if he scanned a Galvanic Mechamorph, but he has not learned how to scan DNA as of yet.

See Also


Original Aliens
CannonboltDiamondheadFour ArmsGrey MatterHeatblastOverflowStinkflyUpgradeWildvineXLR8
Introduced in Season 1 Introduced in Season 2 Introduced in Season 3 Introduced in Season 4
Gax RathShock Rock HumungousaurSlapback Jetray
Omni-Enhanced Aliens
CannonboltDiamondheadFour ArmsGrey MatterHeatblastOverflowStinkflyWildvineXLR8
Omni-Kix Aliens
CannonboltDiamondheadFour ArmsHeatblastHumungousaurJetrayRathShock RockSlapbackXLR8
Fusion Aliens Non-Canon
Amalgam BenGrey ArmsXLRArmBlastDiamondHeat Banana AlienHot Dog AlienOmnitrix Glitch FusionRath ArmsShock Blast

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