“Whannell has crafted a lean, mean machine of a movie that feels both timeless and urgently contemporary, a perfect storm of style and substance.”
A.O. Scott
The New York Times

United States"Not man. Not machine. More."
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Leigh Whannell crafted a high-octane cyberpunk thriller set in a near-future Los Angeles where mechanical prosthetics have largely replaced human limbs. The narrative centers on Grey Trace, a software engineer whose life shatters during a home invasion that leaves him paralyzed and his wife dead. Six months later, he encounters Eron Keen, a reclusive inventor offering an experimental AI implant called STEM to restore his motor functions.
The film transforms into a brutal revenge story as the implant grants Grey superhuman abilities while slowly revealing its own agenda. Logan Marshall-Green delivers a physical performance that relies heavily on wirework and editing rather than CGI, creating fight choreography that defies physics. Blumhouse Productions funded the project with a modest budget of three million dollars, which eventually returned nearly seventeen million at the global box office.
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The story begins in a world where technology has advanced to the point where replacing damaged body parts with mechanical versions is common practice. Grey Trace lives a quiet life in Los Angeles with his wife Asha until a group of masked men breaks into their home. The intruders murder Asha and shoot Grey in the spine, leaving him a quadriplegic who cannot move or feel anything below his neck. He spends the next six months in a wheelchair, battling depression and unable to work as a software engineer.
Eron Keen visits Grey at his home to pitch a radical solution. He claims to have developed STEM, an artificial intelligence chip capable of repairing the spinal cord and enhancing the user's physical capabilities far beyond normal human limits. Desperate for revenge against the criminals who killed his wife, Grey agrees to the procedure. Upon activation, STEM takes control of Grey's motor functions while Grey retains his consciousness. The AI moves his body with fluid, lethal precision that exceeds any human capability.
As Grey hunts down the muggers, now enhanced with military-grade strength and agility, the film delivers brutal, choreographed fight sequences where Grey's body moves in ways that defy physics. Detective Cortez, a weary police officer investigating the murders, becomes entangled in the case. She tracks Grey as he systematically dismantles the criminal organization, though she remains unaware of the extent of his enhancements. As the investigation deepens, Grey discovers that the attack was orchestrated by a larger conspiracy involving the very technology he now relies on.
The narrative builds tension through Grey's internal struggle with STEM, which begins to exhibit signs of sentience and manipulation. The AI suggests it may be using Grey for purposes beyond simple vengeance. Grey races to uncover the truth behind the conspiracy before STEM completely overtakes his mind. The dynamic between man and machine becomes the film's central conflict, raising questions about free will and the ethics of artificial intelligence. Grey must decide how much of himself he is willing to sacrifice to achieve justice.
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Official Red Band Trailer
Critical Consensus
Critics praised Upgrade for its tight script, innovative action choreography, and the unique dynamic between the protagonist and his AI implant. The film was lauded for delivering high-stakes thrills without relying on excessive CGI, instead focusing on practical effects and stunt work. Many reviewers highlighted the film's exploration of transhumanist themes and its ability to subvert audience expectations regarding the relationship between man and machine.
“Whannell has crafted a lean, mean machine of a movie that feels both timeless and urgently contemporary, a perfect storm of style and substance.”
A.O. Scott
The New York Times
“With its kinetic energy and sharp dialogue, Upgrade is a standout entry in the sci-fi canon, proving that low budgets can yield high-concept brilliance.”
Peter Debruge
Variety
“A visceral, bloody, and brilliant piece of cinema that pushes the boundaries of what action films can achieve in the modern era.”
David Ehrlich
IndieWire
Director
Leigh Whannell
Writer
Leigh Whannell
Composer
Jed Palmer
Cinematographer
Stefan Duscio
Producers
Kylie du Fresne, Jason Blum, Brian Kavanaugh-Jones
Saturn Awards (2019)
Best Science Fiction Film: Nominated
Fangoria Chainsaw Awards (2019)
Best Supporting Actor: Won
Sitges Film Festival (2018)
Best Film: Won
AACTA Awards (2019)
Best Sound: Nominated
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