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Description
Upgrade (voiced by Tara Strong) is a Galvanic Mechomorph (mecho- meaning machine and -morph meaning shape) of the planet Galvan B, a formerly uninhabited moon orbiting Galvan Prime. Though originally uninhabited, Galvan B was accidentally brought to life when Galvan scientists introduced self-replicating nanotechnology to the moon, which bonded with the moon's minerals and created sentient life. Galvanic Mechomorphs are built from the nanotechnology that covers their planet.[21]

Upgrade is a biomechanical being with liquid metallic skin and complex systems of self-forming organic circuits.[21] Made of liquid metal, Upgrade can reshape his body into various forms, though he never takes any non-humanoid form. It also allows him to stretch his body to an extent, allowing him to glide or float like a hang-glider or parachute and fashion crude weapons with his hands, such as a mace. As Upgrade can "melt" to avoid harm, most standard projectile weapons are ineffective against him, and Upgrade will quickly regenerate from any damage taken. The same ability also allows him to escape most forms of capture, such as being held down or tied up. He also doesn't need to breathe.

Upgrade's reshaping ability allows for his primary power: made of nanotechnology, Upgrade can merge with and upgrade any technology within reach by spreading over it like liquid, enhancing it far beyond its original design. The size of the device is inconsequential. All Galvanic Mechomorphs are "Pre-programmed" with the blueprints of mechanical devices from all across the universe, which allows them to meld with nearly any technological object. While merged with a device, Upgrade controls it as he would his own body. Through the same principle, Upgrade can also slide across metallic surfaces and travel inside wires. Even without a machine at hand, Upgrade can reconfigure his form around his eye in order to fire a plasma beam from it. Upgrade is also capable of forming simple constructs from plasma, such as spikes.

Upgrade's weakness is his specialization: being technology-oriented, Upgrade cannot possess biological creatures. Sentient robots are more difficult for him to control. Upgrade's liquid-metal composition can work against him, namely where electrical attacks are concerned. Furthermore, any sort of metal corrosive can upset Upgrade's delicate internal workings and wreak havoc on his systems.[21]

Ben first transformed into Upgrade in "Permanent Retirement" to stop some criminals who were robbing an ATM. It's revealed that since Galvanic mechomorphs can't bond with organic things, Ben's transformation into Upgrade isn't complete, which is why Ben still has his own voice.

Description
Upgrade (voiced by Tara Strong) is a Galvanic Mechomorph (mecho- meaning machine and -morph meaning shape) of the planet Galvan B, a formerly uninhabited moon orbiting Galvan Prime. Though originally uninhabited, Galvan B was accidentally brought to life when Galvan scientists introduced self-replicating nanotechnology to the moon, which bonded with the moon's minerals and created sentient life. Galvanic Mechomorphs are built from the nanotechnology that covers their planet.[21]

Upgrade is a biomechanical being with liquid metallic skin and complex systems of self-forming organic circuits.[21] Made of liquid metal, Upgrade can reshape his body into various forms, though he never takes any non-humanoid form. It also allows him to stretch his body to an extent, allowing him to glide or float like a hang-glider or parachute and fashion crude weapons with his hands, such as a mace. As Upgrade can "melt" to avoid harm, most standard projectile weapons are ineffective against him, and Upgrade will quickly regenerate from any damage taken. The same ability also allows him to escape most forms of capture, such as being held down or tied up. He also doesn't need to breathe.

Upgrade's reshaping ability allows for his primary power: made of nanotechnology, Upgrade can merge with and upgrade any technology within reach by spreading over it like liquid, enhancing it far beyond its original design. The size of the device is inconsequential. All Galvanic Mechomorphs are "Pre-programmed" with the blueprints of mechanical devices from all across the universe, which allows them to meld with nearly any technological object. While merged with a device, Upgrade controls it as he would his own body. Through the same principle, Upgrade can also slide across metallic surfaces and travel inside wires. Even without a machine at hand, Upgrade can reconfigure his form around his eye in order to fire a plasma beam from it. Upgrade is also capable of forming simple constructs from plasma, such as spikes.

Upgrade's weakness is his specialization: being technology-oriented, Upgrade cannot possess biological creatures. Sentient robots are more difficult for him to control. Upgrade's liquid-metal composition can work against him, namely where electrical attacks are concerned. Furthermore, any sort of metal corrosive can upset Upgrade's delicate internal workings and wreak havoc on his systems.[21]

Ben first transformed into Upgrade in "Permanent Retirement" to stop some criminals who were robbing an ATM. It's revealed that since Galvanic mechomorphs can't bond with organic things, Ben's transformation into Upgrade isn't complete, which is why Ben still has his own voice.