Upgrade (Earth-68)

This is the version of Upgrade that appears on Earth-68, the universe owned by Dioga beta. Upgrade is the Omnitrix's DNA sample of a Galvanic Mechamorph from Galvan B.

Upgrade (Earth-68)
General Information
Species	Galvanic Mechamorph
Home World	Galvan B
Body	Technological Humanoid
Powers and Abilities
Abilities	Technopathy Technological Mimicry Technological Possession Technology Enhancement Optic Laser Regeneration Shapeshifting Elasticity Enhanced Strength Space Survivability
Details
First Appearance	And Then There Were Ten (John Smith 10)

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. The Omnitrix symbol is on his stomach.

In John Smith 10, he appears as he does in UAF, until Omniverse, where he gains his Omniverse appearance.

In Ryder 10, he has his Omniverse appearance except the Omnitrixy symbol is on his chest.

For the Dimension 23 appearance, check below at Metal Man.

Powers and Abilities

Same as canon Upgrade. He can also transform into Battleship mode in John Smith 10, and a Motorcycle in Ryder 10.

Weaknesses

Same as canon Upgrade.

Dimension 1 (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)

Galactic Battle

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

Distant Worlds

By Ultimate John

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

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

Phantom Watch

By John

• 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)

Ancient Times

By Neontrix Drone

• 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

Kingdom Hearts

• The Grid

Omniverse

By John

• The Mother of All Vreedles (John Smith 10) (first re-appearance)
• Battle of the Heroes Part 1 (John Smith 10)
• Fated Battle (normal and battleship mode)

By Intellectuary

• The Conqueror (John Smith 10)

By Metal John

• Mutant Battle

Dimension 13 (John Smith 10: Kingdom Hearts)

This is the version of Upgrade that is used by characters in the Kingdom Hearts dimension.

By Kairi

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

Dimension 777 (John Smith 10: Final Fantasy)

Upgrade first appears as a red materia of Driscoll, being summoned to fight the heroes.

Appearances

Summoned by Driscoll

• Break In
• Change In Command

By John

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

Dimension 2 (Ryder 10)

Upgrade is one of Ryder's original 10. He has the Omnitrix symbol on his chest instead of on his eye. He can merge with Ryder's motorcycle to give it upgrades, and can turn into a motorcycle on his own.

Appearances

• Rev it Up (first appearance)
• The Grey (episode)
• Outbreak (Ryder 10)
• Ride for Your Life Part 1
• Ride for Your Life Part 2
• Hot Stretch (Ryder 10)
• Hunter Becomes the Hunted (Ryder 10)
• Last Laugh (Ryder 10)
• Everybody Talks About the Weather (Ryder 10)
• Jaws of Steel
• Ghostfreaked Out (Ryder 10)
• Grudge Match (Ryder 10)
• Rules of Engagement (Ryder 10)
• The Alliance (Ryder 10)
• Pet Project (Ryder 10)
• Fool's Gold
• Return to Forever Part 2 (Ryder 10) (cameo)
• Fame (Ryder 10)
• Lost to Time
• Secret of the Omnitrix (Ryder 10) (accidental transformation; intended alien was Shocksquatch)
• The Creature From Beyond (Ryder 10) (accidental transformation; intended alien was Diamondhead)
• The Flame Keepers' Circle (Ryder 10)
• Number 23
• Realm of Reality
• Where the Magic Happens (Ryder 10)

Wanderer

By 16 year old Ryder

• Demons and Shadows (first re-appearance)

• The Coming Storm

By 17 year old Ryder

• Falling Through the Wormhole

By 18 year old Ryder

• The Ultimate Heist (Ryder 10)
• The Final Countdown (Ryder 10)

By Skurd

• Trouble Helix (Ryder 10) (face only)
• The Coming Storm (hand only)
• War of the Worlds (Ryder 10) (hands only)
• Time Broken (face only)
• Time Heals (head only)

Dimension 720 (Samurai Tales)

Ben 10,000 has access to Upgrade.

By Ben 10,000

• The Looney Bell Tolls for Thee (flashback)

Metal Man (John 23: Megaman)

Metal Man is the version of Upgrade that appears in Dimension 23, used by Megaman. His circuitry is dark blue instead of green, and he morphs his left hand into razor edged circular saw blade on handles, to reference its namesake. Metal Man is the first alien form to be unlocked by Megaman.

Appearances

• Number 23 (first appearance)
• Bass (John 23)
• Dreams of an Absolution
• The Wily Egg

Dimension 40 (Ya-Mi-Oh!)

Upgrade is an alien in the Dueltrix. While he doesn't make a physical appearance, he is used in fusion aliens.

Dimension 0

This version of Upgrade is used by GIR, wielding cyan circuitry and Omnitrix color.

• GIR: Generally Idiotic Robot

Dimension 763 (Omnimania)

Upgrade is an alien form available to several characters in the series.

By Ryder

• To Be a Hero: Omni Crew Crash Course
• Omni Crew Origins: Ryder

By John

• Resonate Spirit (hand only)

By Kairi

• Hunt for the Looney

Trivia

• Upgrade is the first alien to be a starter alien in two different series, being John's in John Smith 10 and Ryder's in Ryder 10.

See also

• Viktor Grade
• Clockgrade
• Ditto Grade
• UpRigg (Earth-68)
• Ultimate Gymosis
• Metal Man