Cave, Afghanistan
Tony sat cross-legged on the ground, staring at his hands. His mind was still racing after discovering his strange new abilities. His skin had shifted seamlessly between normal flesh and the smooth, alien-like texture of Upgrade's form. It wasn't just a transformation—it was him.
He needed to test exactly what he could do.
Taking a deep breath, he focused again. His right hand shimmered, shifting into the sleek black-and-green metallic texture. The surface pulsed slightly as if alive. He flexed his fingers, feeling no resistance, no weight—just power.
He smirked. Time to experiment.
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Tony clenched his left fist and then, without hesitation, slammed it against the rough stone wall. A sharp jolt of pain ran through his knuckles, but the skin barely cracked. Small fragments of his synthetic flesh peeled back, revealing a metallic layer beneath.
Then, almost instantly, the damage vanished.
The cracked parts of his body smoothed out, restoring themselves like nothing had happened. The pain faded as if it had never been there.
His eyes narrowed. Regeneration.
Upgrade's body was nanotechnology—self-repairing as long as there was enough energy. If he had been in his normal human form, that hit would have left bruises. But like this? It was nothing.
So, as long as he had a power source, he could keep healing indefinitely.
Tony shifted his focus. He had seen Upgrade twist and morph its body into different forms in the show. If this worked the same way…
He stretched his fingers, concentrating on the thought of reshaping himself.
Immediately, his arm melted. Not in a painful way, but in a fluid, almost liquid-like motion. His entire limb stretched unnaturally, bending like rubber.
His breath caught.
He pulled his arm back, watching as it instantly reformed into its original shape. Then he took a deep breath and focused again. This time, his whole body rippled, turning into a slim, snake-like form before reforming in an instant.
His smirk widened. This was insane.
If he could control this properly, he could slip through tiny spaces, dodge attacks, and even mold himself into different shapes. No more being trapped anywhere.
Now, for the fun part.
Tony concentrated on the feeling of energy inside him. Upgrade had always been able to fire lasers from its eye in the original show. But he didn't have a single large eye—so where would the energy come from?
He closed his eyes, focusing. The feeling of power built up, gathering in his eyes. Then, without warning—
A bright green beam shot forward, slamming into the opposite cave wall with a loud crack.
Tony's eyes widened. He hadn't even tried to fire that hard. The heat scorched the rock, leaving a faint glowing mark where the laser had struck.
He exhaled. He could feel the drain—not major, but noticeable.
Then, curious, he raised his hand, willing the energy to move there instead.
His palm pulsed—then another laser blast shot out, this time controlled. He grinned. It wasn't just his eyes—he could fire from his hands too.
A thought crossed his mind. If he could regulate the output, he could use this like Iron Man's repulsors. A controlled force rather than an outright destructive beam.
That was something to experiment with later.
Now for what made Upgrade truly terrifying.
Tony scanned the cave, looking for anything mechanical. His eyes landed on a small pile of scrap metal and a half-broken radio the terrorists had likely discarded. He walked over picked it up and returned to his place as he placed his hand on the radio's surface.
Instantly, his fingers sank into it.
The radio shuddered as its circuits rearranged themselves, wires fusing together, metal shifting into a sleeker form. The broken parts repaired instantly, and within seconds, the radio looked brand new—even better than before.
Tony pulled his hand back, and the radio came to life. The static was gone. The signal was clear.
He laughed. He could upgrade technology at will.
That meant no outdated weapons, no faulty systems, no limitations. Any tech he touched—he could make better.
He glanced at the car battery keeping his electromagnet running. Could he enhance that too? Could he push it beyond its limits?
His grin widened. He had endless possibilities.
Tony took the repaired radio and focused on it again. If Upgrade could control technology, then in theory…
The second he willed it, the channels on the radio began switching on their own.
No buttons. No manual tuning.
Tony wasn't just fixing the device—he was controlling it.
His mind could directly communicate with technology.
That meant hacking wouldn't just be a skill anymore. It would be instinct.
There wasn't a single security system in the world that could stop him now.
Tony exhaled, his mind racing.
Regeneration. Flexibility. Energy projection. Integration. Cyber control. It was all perfect for him.
He wasn't just Iron Man—he was something beyond that.
But there was one last thing he needed to take care of.
He glanced down at his chest, where the crude electromagnet sat. The shrapnel in his body wasn't a problem for him anymore—his body wouldn't be affected by it like a normal human's. The palladium poisoning that had once killed Tony Stark wouldn't even touch him.
Still, he didn't like the idea of having metal lodged in his body. And now that he could shift his form freely…
He focused, allowing his body to flow into its liquid-like state. His nanotech structure adjusted, his inner form shifting around the shrapnel.
A second later, small metallic fragments fell onto the cave floor.
Tony stood still for a moment, taking a deep breath. It was done. The shrapnel was out. He was completely free.
Now, he needed to think ahead.
He had a way to heal, a way to fight, and a way to manipulate technology. But he still needed something important.
A power source.
Upgrade's energy came from absorbing technology—but his current setup wasn't enough for sustained power. He needed something stronger. Something that would last indefinitely.
His gaze shifted to the car battery.
No.
He needed something better.
And there was only one thing that fit.
The arc reactor.
His next step was clear.
Tomorrow, when the terrorists brought him materials, he wouldn't just build any power source.
He would build the key to his future.
To be continued…