Upgrade (TNO)

**Upgrade** is the Ultimatrix MK10's DNA sample of a Galvanic Mechamorph from Galvan Prime's moon, Galvan B.

## Appearance

Upgrade has a black exterior with green stripes that resemble circuitry all over him. The green circle on his head is his eye, which glows whenever he talks.

In the original series, Upgrade wore white clothing on his front torso and the Original Omnitrix symbol was on his chest.

In **|Ultimate Alien**, Upgrade has green and black stripes where the white was in the original series.

In **Omniverse**, 16 year old Upgrade wears the Omnitrix symbol inside the ring of his eye and he is more muscular. His circuit pattern has changed slightly. He sounds like teenage Ben, but has a robotic tone in his voice that is similar to Malware's.

11 year old Upgrade looks exactly as he does in the original series, save for a green Omnitrix symbol and his neck being longer.

In **The New Omniverse**, Upgrade looks the same as his 16 year old counterpart in **Omniverse**, except the green is replaced with a faded green and the Ultimatrix MK10 symbol is on his circuitry eye.

## Powers and Abilities

Upgrade is not completely solid, as he can be both liquid and gelatinous. 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 can 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 merges, he upgrades the technology, making the technology he possess far more advanced and futuristic and causing new features to form on it. It was shown that Upgrade can reconfigure technology to suit for any situation, like transform the Rust Bucket into a battle armor with an arsenal of heavy energy weapons, or even retractible robotic manipulator arms. Possessing technology allows him to transform it with seemingly no limit, such as merging with a baseball launching machine and turning it into a tripod-like robot that fired a seemingly infinite amount of baseballs, while the moment he un-merged with it, it returned to normal. He can also make his head or his face appear anywhere on the machines he possesses.

Occasionally, he can merge with organic beings, as long as there is machinery integrated within them, such as with Rojo and Rex or beings that are mechanical in nature like a Chronosapien.

He displays the ability to upgrade Rook's Proto-Tool just by touching it.

Upgrade has displayed the ability to launch a powerful green energy blast from his eye.

As shown, Upgrade can form energy constructs such as an energy spike, though mostly while merged with machinery and upgrading them into weapons.

Upgrade has the capability to travel through electrical currents. He can also phase through most any metal or technology.

Upgrade can gently descend through the air, similar to a parachute. This was demonstrated in *Secrets*.

Being inorganic, Upgrade is also able to survive in the vacuum of space.

Upgrade can make lasers with his hands and cause energy pikes.

Upgrade also possesses enhanced strength as shown in *Be Afraid of the Dark*, when he is trying to overpower Viktor in space.

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

## Weaknesses

Upgrade is weak against electricity (being living metal), as shown in *Tourist Trap* when he was battling the Megawhatts.

Upgrade is sensitive to electromagnetic pulse/fields and magnetic fields.

Upgrade can be hurt if he is pulled long and hard enough as shown by the Mutant Squid.

According to Waybig101, Upgrade can be affected by technorganic viruses.

It is revealed that when Upgrade is attached to technology while it is damaged, he will be harmed as well.

## History

* Upgrade made his first reappearance in *Malware Returns*, in which he battled Malware.
* in Future messages Upgrade was used twice:first time to defeat some DNAliens;second to sabotage Highbreed's portal

## Appearances

* *Malware Returns* (First Reappearance)
* *Future messages*

## Trivia

* Dio made the image seen above in the infobox.

 Ben Tennyson - Gwen Tennyson - Kevin Levin - Rook Blonko

Absolute Zero - Alien X - AmpFibian - Arctiguana - Armodrillo - Astrodactyl - Atomix - Balloonclaw - Ball Weevil - Blitzwolfer - Bloxx - Big Chill - Bounty Thief - Brainstorm - Bullfrag - Buzzshock - Cannonbolt - Cel-R-Brate - ChamAlien - Chromastone - Clockwork - Crashhopper - Cyberchase - Decagon Vreedle - Detroviator - Diamondhead - Ditto - Eatle - Echo Echo - Eelectricity - Elaskimo - Element X - Timeline - Eye Guy - FanFare - Fasttrack - Feedback - Feline Fatal - Flame Rider - FlameOgre - Four Arms - FreezeSmith - Frankenstrike - Ghostfreak - Goop - Gravattack - Green Ninja - Grey Matter - Gutrot - Heatblast - Hightide – Humungousaur - Inspector 10 - JellySkid - Jack-O-Flame - Jetray - Jury Rigg - Kickin Hawk - Kick-Fil-A - Kirk Upchuck - Lenoben - Lodestar - Mananite - MindMatter - Mole-Stache - Murk Upchuck - Nanomech - NRG - Osmos - Paint Goo - Perk Upchuck - Pesky Dust - PinPoint - Portaler - Purple Rain - Rath - Ripjaws - Rocks - SandTrap - Shocksquatch - Snakepit - Snare-Oh - Sonic Skull - Spidermonkey - Spitter - Squidstrictor - Squidstrike - Stinkfly - Swampfire - TenTen - Terraspin - The Worst - Toepick - **Upgrade** - Ventrilosquid - Walkatrout - Water Hazard - Way Big - Whampire - Wildmutt - Wildvine - XLR8
* Evolved
Arctiguana - Big Chill - Cannonbolt - Ultimate Ditto - Echo Echo - Gravattack - Humungousaur - Jetray - Spidermonkey - Swampfire - Upgrade - Way Big - Wildmutt
* Dimension 23
Airhead - Cooldown - Electricyeti - Freezelizard - Muck Amuck - Short-Start - Speedyquick - Vomit Man
* Dimension 7

Infern - Jeff - Dr. Psychobos - Psyphon - Project Famigilia - Eon

* Season 2
* Season 3
* Season 4