Upgrade

Upgrade is the Omnitrix's DNA sample of a Galvanic Mechamorph from Galvan B.

Powers and Abilities
Upgrade can reshape himself, as he can turn to some sort of mechanical liquid at will.

Upgrade's internal nanotechnology allows for Upgrade's primary ability to merge with and 'possess' any sort of device. The size of the device is inconsequential. He can upgrade a device in more than one way, giving it different appearances each time he merges, as shown in Heroes United, where he upgraded the Smack Hands twice, with different appearances and upgrades each time. While merged with a device, Upgrade controls it as he would his own body. He can also merge with organic life, as long as there is non-organic as well, as was the case with Rojo and Rex.

Upgrade can fire a laser beam from his eye.

Upgrade can form simple constructs from plasma, such as spikes and also partially possess a machine to enhance his lasers.

Upgrade can phase through metal and technology.

Upgrade can survive in a vacuum.

Upgrade can reform after being blasted, as shown in Midnight Madness after being shot by police and was shown to be able to gently float in air similar to a parachute in Secrets.In John Smith 10, he has the ability to transform into any device that he previously merged with, such as the battleship, just like Ship can.

In ben 10 rebooted upgrade posses more of malwares powers.

In Zed 12 Upgrade can sometimes morph into technology without the use of merging, possess digital powers, and summon and control orbs that can shoot lasers, trap enemies, and can record information.

Ty 12 Infinite Alien
Upgrade appears in the second episode (Infinitrix, part 2.) by fixing Max Freeze's van.

Ben 10 & The Master Assassins
Apparances:


 * Enter Assassins

Pete 10
Upgrade appears in Burger Luck when Pete first finds the Omnitrix. The Omnitrix symbol is on his arm. He has black skin with yellow lines that resemble circuitry. The yellow circle on his head is his eye that can be used to control minds or shoot Galvanic Mecha-blasts. Upgrade's second appearance is in the following episode, On The Edge. Pete transforms into Upgrade after being shot into a brick wall by Thomas Hunter's Anodite spell.

Ben 10: Ultimate Heroes
Looks the Ultimate Alien form

Appearance
In Ben 10: Protector of the Omniverse, he looks like his Ultimate Alien self but his body is almost completely green. Certain parts of his body have different shades of green than other parts.



In Ben 10: Heroics Unleashed, he looks like his Ultimate Alien self, but the green parts are white.

In Ben 10: Ultimate Omniverse, 17-year old Ben as Upgrade has his Omniverse appearance, but his Omnitrix symbol is on his chest. As for 11-year Ben, he has his original series appearance but with a recolored prototype Omnitrix symbol.

In Ben 10: The Omniwars, he has his Omniverse appearance, but with the Omnimatrix IV on his stomach.

In Ben 10: Negative Rising, he has his Omniverse appearance. However, he is lighter in color, and no longer has an Eye-Trix! The Omnitrix symbol is now on his chest, surrounded by wiring.

In Ben 10: Unbound, he has his Omniverse appearance but has longer legs and the Omnitrix is on the chest.

Ben 10: Omnitrix Unlimited
He has his Ultimate Alien appearance. He appears in Highbreed Invaded: Part 1 to go to Augstaka and later he transforms into his battle mode to fight the drones. In 99 For A Change, he fights Chamolizard. In Ben 10: Across the 23rd Dimension, he merges with the Tenn-Speed and later merges with Rook's armor to fight MAL.W.A.R.E.

Ben 10: Super Omniverse
He has his Omniverse appearances but his Supertrix symbol is not on his face and he has longer legs. He appears in On a Roll (Super Omniverse) to merge with Skat-R's suit. He appears again in One Shall Fall: Part 1 to merge with the Rustbucket III. He is used by Good Ben in Heroes Divided to take control of Mazuma.

Ben 10: Unbound

 * Return of a Hero: Part 1 (first reappearance)

Tomas 10
Upgrade appears the way he does in Destroy All Aliens. He becomes Tomas's new mechanical powerhouse.
 * What Goes Around (debut)
 * It Came From Outer Space

Appearences

 * Earth Repair
 * Capture Impel Down Part 2
 * The Hunt for Vilgax
 * Plumber Station

Appearences
Season 2 Season 3
 * New Trix
 * Kurt 10: Alien Alliance
 * Omega And Zorga
 * Glitched
 * The Negative 10 Part 1
 * Meet The Mondays Part 2

Ben 10: Star Command Files

 * Welcome to Star Command
 * The Revenge of Vilgax (part 1)
 * In the Dark of the Night
 * The Aquatic Menace

Rent 10
Upgrade first appeared to battle a mutant frog then damage the Dr Frank's machine.

Noah 10
In Noah 10, he has an Ultimate form: Ultimate Upgrade. He looks the same as original Upgrade, but with a green stomach instead of white. He is Noah's favorite alien.

Ben 12
In Ben 12, he looks the same as his OS self, but his white part is green. Similar to Noah 10.

Appearances

 * Ben is Back, Part 1

Ben 10,000 Rises
In Ben 10,000 Rises, Upgrade has "pants". In The Tacos Are Evolving, Upgrade fights the Utakos.

Appearances

 * The Tacos Are Evolving

Ben 10: Alien Universe
In Ben 10: Alien Universe, Upgrade appears in the series finale where he is unlocked thanks to a DNAlien who has gotten control of sanity and revealed that an ID mask should return the Omnitrix to him. While not evident, this version of Upgrade was purposely based on his Original Series appearance rather than a Baz-El like one which would be the appropriate look as confirmed with Upgrade's appearance in Ben 10-Generator Rex: Heroes United.

In the first (titular) episode of Ben 10: Unleashed, Ben used Upgrade after getting an ID Mask. He later stole the Ultimatrix from Albedo. During the brief moment where Ben showed off many of his available new and old aliens, Upgrade was one of the aliens shown, signifying the return of Upgrade.

In Infernosphere, an episode in the Unleashed time period and the Shorts season of Back in Action, Upgrade makes a cameo in Part III, and Ben mentions having to use it after the episode ends as he goes offscreen.

In Limited, an alternate timeline Max Tennyson used Upgrade to try and stop the Thep Khufan Wars from advancing into the destruction of Earth. He and the rest of the 10 Squad failed.

In No Strings Attached, Ben uses Upgrade to merge with Julie when she doesn't bring Ship on a seemingly battle-free trip.

Appearances

 * Ben 10 Unleashed (background)
 * Infernosphere (cameo)
 * Limited (by Grandpa Max, alternate timeline)
 * No Strings Attached

Ben 10: The Omniwars
Ben first uses Upgrade in Technologically Sound to face Malware and get him out of Cooper's body.

He is voiced by Yuri Lowenthal.

Ben 10: Alien Team
Upgrade is a character, though he can still be used by Ben. He can evolve to his techonnological form too.

Ben 10: Alien Generation
He is set to appear in Season 2, by 16 and 11yr old Ben he appears in his UA appearance for 16yr old Ben and the OS for 11yr old Ben

Appearance:

 * Upgrade first appearance was in the seconed episode Security

Ben 10: Aliens
He is confirmed to appear, being Ben's most used alien

Appearances

 * the Master Xeros
 * The Problem With Draygett

Thorn 10
In Thorn 10, Upgrade looks like how it did in Ultimate Alien, except that it's chest is bigger and all the green parts are blood red.

Upgrade X
Upgrade X is a "Evolution" of Upgrade, utilized with the Omnitrix X Core in Will 10 X. Upgrade X, can pretty much do What Upgrade Rex can do, plus what Regular Upgrade can do.

Tommy 12
Tommy's version of Upgrade is OS style. He was unlocked in Time to Upgrade.

Ben 10: Ultra-Superverse & Superverse
Upgrade appears in Superverse, used by Ben and in Ben 10: Ultra-Superverse he will be used by young Ben along with the other original 9.

Mark 12 HG Evoultion and orignal
He appears in all with the exact apperance from Ultimate Alien except that he is blue and not green

Alix- United Heroes
Alix uses Upgrade.

John Smith 10
Upgrade appears as one of John's original 10. He is typically used to destroy robots he's merged with, and also can transform into the Forever Knights' battleship.

By John

 * And Then There Were Ten (John Smith 10) (first appearance)
 * The Omnitrix (x3)
 * Camp Fear (John Smith 10)
 * Wolf Bane
 * Highbreed Rising
 * Pet Project (John Smith 10)
 * War of the Worlds Part 2 (John Smith 10) (normal and battleship form)
 * Vengeance of Vilgax Part 1 (John Smith 10)
 * Crunch Time
 * Advanced Training
 * Above and Beyond (John Smith 10)
 * Vreedle, Vreedle (John Smith 10)
 * Hero Time (John Smith 10)
 * Retribution (normal and battleship form)
 * The Ultimate Enemy Part 2 (John Smith 10) (normal and battleship form)

By Gwen

 * Inspector Number 13 (John Smith 10)

By John

 * Heroes United Part 1 (John Smith 10) (first re-appearance) (normal and battleship form)
 * Heroes United Part 2 (John Smith 10)
 * The Exchange
 * Forge of Creation (John Smith 10)
 * Alone (John Smith 10)
 * Escape
 * The Alliance (John Smith 10)
 * Attack of the Clones
 * Crystal Mercenaries (episode) (normal and battleship form)
 * Last Laugh (John Smith 10) (normal and battleship form)
 * Traitor

By Ultimate John

 * Separatists (episode)
 * Justice

By Ultimate John

 * Leaf 12 (first re-appearance)
 * Pacifista (episode)


 * Checkmate (John Smith 10) (in John's head)

Phantom Watch

 * Zombie World (first re-appearance)
 * Dark Magic (normal and battleship mode)

By Warmatrix Drone

 * The Final Battle Part 1 (John Smith 10) (normal and battleship mode)
 * The Final Battle Part 2 (John Smith 10) (battleship form)

By Neontrix Drone

 * Ahmad Smith 10 and John 15, Part 2 (first re-appearance)

By John

 * Underground

Spacewalker

 * Field of Ice (first re-appearance)
 * Lightning Storm
 * Drill in the Wall (normal and Battleship form)
 * A Little Like Home

By Kairi

 * Space Paranoids (first re-appearance)
 * Radiant Garden

By John

 * The Grid

John Smith 10: Final Fantasy
Upgrade first appears as a red materia of Driscoll, being summoned to fight the heroes.

Summoned by Driscoll

 * Break In
 * Change In Command

By John

 * Old Friends
 * Doom Buggy
 * Junkyard
 * Invasion of Midgar

Appearances

 * A Bad "Scare" Day Part 1
 * A Bad "Scare" Day Part 2

Chris 10: Total Revolution

 * Robotic Duo
 * Dreams are awaken

Chaturn 10: Fan Force

 * Origins of Chaturn, Part 2 (Used by Cyber, x2)
 * Bad Luck (Used by Solo)

Ben 10: Protector of the Omniverse

 * Alpha Returns (first reappearance)
 * To The Past (by present Ben)
 * Forever Stealing

Ben 10: Heroics Unleashed

 * Good Vreedle, Bad Vreedle (first reappearance)

Ben 10: Omnitrix Unlimited

 * Highbreed Invaded: Part 1 (first reappearance; x2)
 * 99 For A Change
 * Ben 10: Across the 23rd Dimension (x2)

Ben 10: Ultimate Omniverse
17-year old Ben Unknown

11-year old Ben
Unknown

Ben 10: The Omniwars

 * Technologically Sound (first re-appearance)
 * Cash Money

Ben 10: Alien Games
Upgrade appears as a living character in Ben 10: Alien Games. He and Stinkfly are on Green Team battling the other teams while stranded on planet Dyonisos.

Ben 10 Aliens World
According to Elghin Hebrado that Upgrade will return and his design will look resmbles Os and Ua self. He will appear at Crossover.

Ben 10: Ultimate Insanity
He was first used by Ben in Robot War to fight Computron.

Ben 10: Dimensional Warriors
Voice: Yuri Lowenthal Upgrade, being twenty-years-old now, has taken the shape of Malware.

Appearances

 * TBA

Bryce Bowman: Origins
Upgrade does not wear the Omnitrix.

Appearances

 * Depression, first appearance
 * Under Wraps
 * Nemesis Attack
 * Protoform

Aen 10
He is part of the Original 10.

Appearances

 * Hunted (Aen 10) (first appearance)
 * Prisoner Number 775 is Missing (Aen 10)

Ryder 10
Upgrade is one of Ryder's original 10. He has the Omnitrix symbol on his chest instead of on his eye.
 * Rev it Up (first appearance)

Trivia

 * Upgrade sees in green