In the season one finale Omni-Tricked: Part 4; Ben used Upgrade to upgrade the Omnitrix and accidentally locked him out of the transformation in the process. He continued to appear in the season 2 opening until Half-Sies, where he is replaced with Shock Rock. He is sometimes mentioned in season 2 by Ben.
Appearance
Upgrade is a tall, black humanoid with a purple torso and purple stripes all over his body, resembling circuitry. He has purple circles on his knees, shoulders, the back of his palms and his face, which is also his eye. His body is also shiny. The Omnitrix symbol is located on Upgrade’s chest.Toddler Upgrade is a small, short humanoid with a large round head. He still has all of normal Upgrade’s circuitry lines. His voice is higher pitched as well.