Sometimes when crooks, bad guys, and bad aliens use technology for evil, Ben knows the kind of alien that is able to make the technology turn against them. He can even use the tech to his advantage by taking it over, improving it, copying it, and help repair it if it’s in pieces. The name that Ben calls this technoalien is Upgrade!

Species and Home planet: Upgrade’s species is called a Galvanic Mechamorph and where he comes from is the planet called Galvan B, which is the moon that orbits Azmuth’s home planet Galvan Prime. See image below:

Galvan B


Original Series Description: Upgrade can be described as a technological organic humanoid who wears white clothing on his front torso, a black exterior on his back with green stripes that is shown to resemble a circuitry of computer chips all over him, and has a green circled eye that glows when he is speaking (this was shown in the Original Series). The Omnitrix symbol is located on his chest. See image below:



Destroy All Aliens DescriptionWhen Upgrade appeared in the movie Ben 10 Destroy All Aliens, he did still looked the same as he was in the Original Series except for the fact that he has more of a metallic shine, making him look a lot more like a machine than usual. See image below:

Upgrade DAA


Ultimate Alien Description: When appearing in the intro for Ben 10 Ultimate Alien, Upgrade looked the same as he was in the original series expect he now wears green clothing on his front torso, but he still has the black exterior with green stripes on his back, and he also has the same circular eye that glows when he is speaking. Also the Ultiamtrix symbol can be located on his chest. See image below:



Heroes United Description: When Ben used Upgrade in Ben 10 Generator Rex Heroes United, he did look just the same in Ultimate Alien except that the green stripes (which are his circuit pattern) on his back, arms, and head are more of a lime green color. Also (due to an error) the Omnitrix symbol appears to not there on his chest like it’s suppose to. See image below:



Omniverse Description: When 11-year-old Ben in Omniverse used Upgrade, he did still look just like the way he was in the Original Series except that the Omnitrix symbol is recolored and his neck is a little longer than usual. When 16-year-old Ben in Omniverse used Upgrade, he now wears green clothing on his front torso, but he still has the black exterior with green stripes on his back, and he also has the same circular eye that glows when he is speaking. The new Omnitrix Symbol is located on the place where his eye is instead of his chest. See images below:

Upgrade OV 1

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Ben 23 as Upgrade (Techno-Bubble) DescriptionWhen Ben 23 used his version of Upgrade which he calls Techno-Bubble, his looked the same as 11-year-old Ben’s Upgrade but the circuit pattern on his back, arms, legs and head is replaced with blue instead of green. The white parts on the front of his body are replaced with a soft blue color and the Omnitrix symbol on his chest has a gold rim and the face plate is blue instead of green. See image below:



Origin story of the Mechamorphs: Before Upgrade’s species actually lived on Galvan B it was at first uninhabited just like our very own moon that orbits around our home planet Earth. But Azmuth decided to create an invention that would terra form Galvan B. This terra-forming machine that Azmuth invented is called a Helix. Azmuth thought that with his Helix invention, it would give all Galvan life a future colonization to live on two worlds instead of living on just one world. But this colonization project had failed actually due to a side effect of the Helix. As it turned out the Helix did more than just created plant life on the Galvan B, it also brought forth an entire new kind of alien species which where the Galvanic Mechamorphs. Since the Mechamorphs where created by Azmuth’s invention, he and the other Galvans realized that they had no right to colonize the Mechamorphs home world so they gave it to the them. After that both species became peaceful neighbors ever since. Plus with some help from the Galvans, the Mechamorphs were able to built an entire civilization in mere days and that’s the story of how Upgrade’s species was created. See images below:

Helix Machine

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Special Abilities: The thing about Upgrade is that one of his abilities shows that he isn’t really solid due to the fact that he can be both liquid and gelatinous. Due to that he shows that he’s capable of reshaping and regenerating himself in order to let any projectiles or blows pass through him. The way he does that is by creating a hole in his body at will. His second ability is something called internal nanotechnology. This kind of ability allows him to merge with or control any type technology within his reach just by spreading over it. The size of any device that he merges with is actually inconsequential because he can control it as naturally as he would his own body. Once he is merged with the technology he improves the technology, making the technology he possesses far more advanced and futuristic and causing new features to form on it hence why he is named Upgrade. Sometimes Upgrade can tamper with technology once he merges it like finding ways to shut it down or disassembling it piece by piece. In the episode Road Trip Rumble from the Original Series, it’s shown that Upgrade has an ability to reconfigure technology to a suit for any kind of situation, like for example transform the Rust Bucket into a giant battle armored robot with a heavy arsenal of plasma weapons and retractable robotic manipulator arms. He did the same thing to Kevin’s car in the episode OTTO Motives. When Upgrade possesses technology it allows him to transform it with seemingly no limit, such as for example merging with a baseball-launching machine, turning it into a tripod-like robot that fired a seemingly infinite amount of baseballs. When at the moment he un-merged with it, the machine he has merged with is returned too normal. Also he can make his head or his face appear anywhere on the machines he possesses. Occasionally it’s shown he can even merge with organic life, as long as there’s technology integrated within them, which is shown with Rojo and Rex as examples. He can even merge with beings that are mechanical in nature like a Chronosapien (Clockwork’s species) for example. In the episode Something Zombozo This Way Comes, Upgrade even displayed an ability of upgrading Rook’s Proto-Tool just by touching it! The third ability that Upgrade displayed was his eye because when he was battling some Megawatts he found out that he can launch a powerful green plasma blast from his eye. As shown in the episode Side Effects, Upgrade’s fourth ability shows that he can form energy constructs such as an energy spike, though mostly while merged with machinery and upgrading them into weapons. Upgrade’s fifth ability is having the capability to travel through electrical currents like the way the Megawatts do, as shown in the episode Midnight Madness. He can even phase through most any metal or technology. If he is falling from something high up his sixth ability shows that he can stretch his body like a parachute to gently descend through the air, which was demonstrated in the episode Secrets. Upgrade’s seventh ability shows that since he’s inorganic, he has the ability to survive in a vacuum of space. Upgrade’s final three abilities show can even shape shift, stretch out pretty far which is cool, and he is shown to have super strength to life heavy objects. His enhanced strength was shown in the episode Be Afraid of the Dark, when he is trying to overpower Dr. Viktor in space. See images below:

Upgrade's Powers 1

Upgrade DAA

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Weaknesses: One of the first Upgrade’s weaknesses is that he can’t possess natural creatures because they aren’t made of technology. His second weakness shows that since he’s made of living metal he is weak against electricity as shown in the episode Tourist Trap and the movie Destroy All Aliens. Upgrade’s third weakness is that he’s shown to very sensitive to magnetic fields as seen in episodes Outbreak and Animo Crackers in Omniverse. Upgrade’s fourth weakness is that he can get hurt and feel very sore if he’s being pulled to hard as shown in the episode Divided We Stand, when he was grabbed by Animo’s Mutant Squid. According to Derrick J. Wyatt, Upgrade’s fifth weakness shows that he can be affected by technorganic viruses just like the way computers can be infected by viruses. In the episode The Color of Monkey, it is revealed that Upgrade’s final weakness is when he’s attached to technology while it’s being damaged, he can be harmed as well. See images below:

Upgrade's Weaknesses 1

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First Appearance: Permanent Retirement