- Merging into mechanical devices and controlling them
- Shooting lasers from his eye
- Can't take control of non-mechanical devices
- Instead of black stripes and a green body, he has an orange body and red stripes.
- The Ultimatrix symbol goes on to anything he absorbs.
- Can absorb ANYTHING.
- Can take a piece off of him and clone himself while doing that.
Upgrade first appear to battle a mutant frog then damage the Dr Frank's machine.
He looks the same as original Upgrade, but with a green stomach instead of white. He is Noah's favorite alien.
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.
Ben 10: Alien Team
Upgrade is a character, though he can still be used by Ben. He can evolve to his techonnological form too.
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 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's version of Upgrade is OS style. He was unlocked in Time to Upgrade.