Upgrade can also telekinetically move and control any piece of technology he is possessing, but that is not attached to his main body, even while possessing something else as well. Upgrade can also make his head or face appear from anywhere on the machines he possesses. He doesn't need to completely inhabit technology to begin possessing it, and can in fact phase right through them without disturbing the integrity of their surface, as shown with a Mechadroid and Rex. Upgrade only needs a part (or extremity) of his body to touch a piece of technology to begin possessing it, as shown with Rook's Proto-Tool. His ability even extends to sentient beings that are mechanical in nature, like Chronosapiens or, at most, organic beings with some machinery integrated within them, such as Rojo and Rex. Upgrade's technological possession can work on non-electrical machinery, such as a row machine in a gym. When he merges, his black and green circuitry pattern spreads across the technology's surface to fit its proportions although he also has the ability to perfectly replicate the technology's original colors. The size of the device is not significant and he controls it as naturally as he would his own body. Upgrade has the ability to merge with and possess any technology by encasing his liquified body over it. His humanoid form can reshape and move like a liquid does. Kevin's Upgrade looked exactly like Ben's did in the Original Series, but without an Omnitrix symbol.ĭue to being comprised entirely of nanites, Upgrade is completely amorphous. In Omniverse, 16-year-old Upgrade is more muscular, his circuit pattern has changed slightly, and the Omnitrix symbol is inside the ring of his eye.ġ1-year-old Upgrade looks exactly the same as he did in the Original Series, except his neck is slightly longer and the Omnitrix symbol on his chest is recolored green. His Ultimatrix symbol was also not visible until he merged with Rex.

In Heroes United, Upgrade looked the same as he did in Ultimate Alien except his green circuitry stripes glowed yellow. In Ultimate Alien, Upgrade's front torso was recolored green with black circuitry patterns and the Ultimatrix symbol on his chest was recolored green.

In Destroy All Aliens, Upgrade looked the same as he did in the Original Series except he had more of a metallic texture, giving the appearance of a computer's screen with circuitry patterns within. In Back with a Vengeance, Upgrade wore a yellow raincoat. In the Original Series, Upgrade's front torso was white and the original Omnitrix symbol was on his chest. His body is made up of billions of small cell-like creatures called nanites. The green circle on his head is his eye, which glows whenever he talks. Upgrade has a black exterior with green stripes that resemble circuitry all over him.

Ben 10 paper omnitrix