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A Tok'ra archaeologist arrives at the S.G.C. with newly discovered technology, giving the SG-1 team superhuman powers.

FAN RATING - 9.01 
DVD DISC: Season 4, Disc 3
WRITTEN BY: David Rich
DIRECTED BY: Martin Wood
GUEST STARS: Vanessa Angel (Anise/Freya), Teryl Rothery (Dr. Janet Fraiser), Dan Shea (Sergeant Siler), Kristina Copeland (Waitress), Frank Topol (Big Guy), Bill Nikolai (Technician #1), Laara Sadiq (Technician #2), Daniel Melles (SF #1), Tracy Westerholm (SF #2), Fraser Attcheson (Jaffa Commander), Shawn Reis (Jaffa)
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A Tok'ra scientist brings a phenomenal new technology to the S.G.C.: armbands that give the wearer greatly increased strength and speed. In fact, the devices appear to enhance every natural ability. Anise explains to General Hammond and SG-1 that the search for the fabled technology has been her life's work. They were built by a race called the Atonieks, a now extinct species that predates even the Goa'uld. Something about the Tok'ra physiology rejects the device – probably the presence of the symbiote – so Anise wishes to begin human trials with Colonel O'Neill, Major Carter and Dr. Jackson.

The team is skeptical and cautious, but agree to participate. Colonel O'Neill is fitted with the device, and begins to show signs of increased strength and speed after a few hours of wearing the armband around the base. He knocks out Teal'c in a sparring match. He reads one of Daniel's books in a few seconds.

Encouraged by the results, Anise decides to expand the study. Carter and Jackson put on the armbands. It takes a few hours of no results, but their enhanced abilities begin to appear. Carter's vision is strikingly good in the dark. She also writes a thousand-page book on wormhole physics in under two hours. And Daniel finds that he can read a book in just a few seconds – including Anise's notes on the Atonieks.

The team is restless, and their increased metabolism has made them hungry all the time. O'Neill pleads with the general to let them put their new abilities to use in fighting the Goa'uld. But Hammond refuses to put them back on active duty, since they continue to demonstrate that they are not in complete control of their abilities – or their judgment.

Indeed, Dr. Fraiser (after some personality conflicts with Anise) theorizes that the armbands could have a narcotic-like effect on the team. Their health is also in danger. They have contracted a virus, apparently released by the device as its means of interfacing with the wearer.

Heeding the doctor's advice (and against Anise's wishes), Hammond orders the tests be halted until they can determine more about the effects the devices are having on the team. SG-1 is hesitant to comply, but when they try to remove the armbands they are unable to. The tests must continue, whether they like it or not.

Confined to the base, O'Neill, Carter and Jackson defy orders and go to dinner at a local restaurant – and get into a bar fight. Back on the base, Hammond cannot figure out what to do with them. His dilemma is compounded when Dr. Fraiser reports in: Jack, Daniel and Sam are showing early signs of multiple organ failure. Their bodies were simply not made for this, and their lives are in danger.

Meanwhile, Anise has reported in to the Tok'ra High Council and received new instructions. They have recently discovered that Apophis is constructing a powerful new battleship. Attempts to sabotage the ship have failed, and the Tok'ra suggest that SG-1 take advantage of the Atoniek technology and attack the ship.

Seeing that they are being manipulated by the Tok'ra, Hammond refuses – but the three prepare for the mission anyway. Against orders, they overtake the control room and go through the Stargate. They quickly defeat the squadron of Jaffa guarding the off-world Stargate, and infiltrate the unfinished battleship.

Daniel spots a valuable commodity: two large bars of weapons-grade naquadah, the metal on which all Goa'uld technology is based. He takes off to retrieve it, while Carter and O'Neill move to place C4 explosives on the ship's cooling system. Using their super-speed, they penetrate the multiple force shields in the corridors.

On their way out, though, Daniel collapses. He cannot move, and his armband falls off. Back on Earth, Anise and Fraiser have discovered that the body develops an antibody that fights the armband's interface virus. Eventually, the antibody will win out and the armband will not function. (This explains the mysterious extinction of the Atonieks.)

Teal'c is sent to find SG-1, and saves the team from Serpent guards. He and Daniel head back toward the Stargate, but Carter becomes trapped behind a force shield. Her abilities failing, Sam's armband falls off. O'Neill's armband also fails, and he is stuck on the other side of the force shield.

Teal'c refuses to leave the ship without them, even when the bomb goes off and the ship is destroyed. Moments after the explosion, the force shield loses power and Carter escapes with O'Neill.

SG-1 watches the ship destroyed and the mountain collapse, and flees through the Stargate. O'Neill, Daniel and Carter apologize to General Hammond, who recognizes that they were under the influence of alien technology when they disobeyed his orders.

Anise, meanwhile, is apologetic and thankful that the team survived – and completed their mission successfully. Jack is less than happy to see her again.


  • The Atoniek armbands do not work on the Tok'ra, probably because of the symbiote's presence. They should therefore not work on a Goa'uld or Jaffa, either. Carter's protein marker left over from Jolinar ("In the Line of Duty"), though, did not interfere with the technology. Because of its great healing abilities, the symbiote may naturally provide the antibody that fights the armband's interface virus.
  • The Tok'ra apparently still have some armbands in their possession. Anise stated that she chose to only bring three for O'Neill, Carter and Jackson specifically.
  • Hammond's experience and intuition tell him that the Tok'ra are actively manipulating the S.G.C., taking advantage of the Tok'ra-human alliance. Though early experiences with the Tok'ra have proven invaluable for Earth ("Show and Tell" and "Into the Fire," among others), recently they have shown a lack of concern for the safety of Earth personnel and a desire to forward their own agenda.
  • The power core of Apophis' new battleship was entirely encased in trinium – the metal 100 times stronger than steel that SG-1 discovered on the Salish Indians' world ("Spirits"). With the frequency at which trinium has been showing up recently (the Asgard used it to create a powerful new alloy, for example, in "Small Victories"), it is logical to conclude that the Salish world is not the only source of the powerful metal. The Spirits of the Salish world would certainly not allow the Goa'uld to mine there, and are more than capable of stopping them.
  • Apophis' new guards are a cross between his old serpent guards and the uniform design of Sokar's soldiers (with a reddish coloring of the armor). These new warriors came about because Apophis took control of Sokar's forces after the latter's demise ("The Devil You Know").
  • The Atonieks likely became extinct because their armband technology eventually stopped working, leaving their forces vulnerable. The body develops an antibody to combat the virus used by the devices – which may have spread throughout the Atoniek armies overtime.
  • Colonel O'Neill's armband fell off last, although he had it on the longest of the three. This seems to defy common sense: if Jack was in the best physical condition of the three, his body should have been able to combat the interface virus faster.
  • The S.G.C. is off to a rocky start in their relationship with the Tok'ra Anise. They see her as manipulative and unconcerned with SG-1's well-being, and interested only in her own experiments.
  • SG-1 left all three armbands behind on Apophis' ship. If they survived the explosion,are found and their significance is discovered, Apophis may be able to adapt the technology to Goa'uld physiology (and become an infinitely greater danger than he already is). If not,he could easily employ people without a symbiote to use the technology in his service.


  • The Atonieks' existence and demise predates the Goa'uld. The civilization developed technology that give a person incredible strength and speed, and enhance all other natural abilities. The armbands were discovered by the Tok'ra amidst ruins on a remote planet, and interface with the wearer's body by releasing a virus into his or her system. The device must be worn for several hours before it reaches its maximum potential.
  • Tok'ra bio-sensor technology measures every aspect of the user's physiology, and transmits it over great distances back to a display device. The bio-sensor is placed on the lower chest.
  • Wormhole physics dictate that one exits from the Stargate at the same velocity one enters.
  • Goa'uld force shields operate on a frequency oscillation principle.


  • AniseAnise - Anise is a scientist, an archaeologist and a member of the Tok'ra – the Goa'uld resistance movement with which Earth is allied. She is driven and self-motivated. Her name means "noble strength," and she is an expert on ancient cultures.

    Anise's host is named Freya. Like most Tok'ra hosts, she is softer and more compassionate. She uses notebooks because she enjoys the tactile sensation of handwriting. Anise has spent much of her life in search of the Atoniek technology, and her work seems to take priority over the people she works with.
  • Jack O'NeillJack O'Neill - Jack is growing impatient with the Tok'ra, who appear to only show up when they want something. He is intrigued with the beautiful Anise, but probably questions her motives.
  • Daniel JacksonDaniel Jackson - Daniel's name means "God is my judge." He no doubt took pleasure in being able to beat up someone who pushed him around, for the first time in his life.
  • Samantha CarterSamantha Carter - Under the effects of the armband technology, Carter wrote a thousand-page book on wormhole physics in under two hours. This work will be of enormous value to the S.G.C. in the future, since they have had to rely on Sam for knowledge of Stargate travel.
  • Teal'cTeal'c - Teal'c refused to leave Sam and Jack to be killed in the explosion, although there was nothing he could do to save them. He either hoped for the slim chance of their escape, or resolved to die with his teammates rather than to live and fight the Goa'uld without them.
  • ApophisApophis - Though in command of the single most powerful Goa'uld army in the galaxy, Apophis is taking his time and gathering his forces before assaulting Earth or the System Lords. Part of his work includes the construction of at least one new battleship design, equipped with multiple advantages over standard Goa'uld motherships. His first prototype, however, was destroyed by SG-1 before it could be completed.


  • Is the armband's potential affected by the species wearing it? Might another race have a higher potential for having their abilities enhanced?
  • How many armbands do the Tok'ra still have?
  • Is Apophis constructing other battleships on other worlds that the Tok'ra do not know about? What other war preparations is he making?
  • Will O'Neill, Carter and Jackson suffer any additional effects from the armbands?


  • "Upgrades was one of my favorite episodes from Season Four. Robert Cooper did an amazing job on the rewrite. A lot of the time, the fans don't realize how much of the 'good lines,' or even a sizable part of the script, are actually written by either Brad or Robert. They've done some major rewrites on certain scripts." (Writer / producer Joseph Mallozzi)
  • "Robert [Cooper] is not only a terrific writer, but he's a great idea man. We'll be in a room discussing a story and he'll come up with all sorts of cool angles. He's also one of the funniest writers I've ever seen. Before he got his hands on it, 'Upgrades' was not funny in the least." (Writer-producer Joseph Mallozzi)
  • "This was the episode that introduced me to the realities of the scriptwriting process. The fact is, as a show's executive producer, it's your job to make sure the episode is as good as it can be. As a result, you'll be asked to cast the best actors, choose the best costumes and props, approve the best visual effects, sign off on the best cut and, most important of all, see to it that the script is as good as it can be. Often, this involves providing a writer with detailed notes for a rewrite. Occasionally (but a hell of a lot more than you, dear viewers, will ever know), it involves doing a pass on a script not your own – anything from a dialogue polish to a full script rewrite. But even in cases where a script is thoroughly rewritten, the original writer will retain sole credit. And so, more times than I can count, I've perused the boards and had to bite my tongue (or cross my typing fingers) as I read posts lauding Writer X, knowing full well that while Writer X's name may have been the credited writer, the person who should've been lauded was Brad or Robert or Paul. I remember Paul sitting in our offices at one point in our Stargate run, amused because he had two scripts nominated for an award: one, on which he'd been co-credited on that I actually wrote, the other on which he'd received no credit but which he'd actually written. It's a strange, strange business.

    "Anyway, in the case of 'Upgrades,' it was simply a case of a script that was tonally very different from first draft to shooting script. The original version had actually been very serious but, after Robert Cooper did his pass, it was transformed into a hilarious entry and one of my very favorites. The highlights of this episode for me was the memorable saran wrap force field (augmented with visual effects, but saran wrap nevertheless -- I loved watching the dailies of our hero getting their face smooshed as they ran into the damn thing)." (Writer-producer Joseph Mallozzi, in a post at his blog)