Grey Trace is a man out of time. He’d rather stay in his garage and work on old school combustion engines while the rest of the world wants electric cars that drive themselves. As more and more people are augmenting their human bodies with computers — like the work his wife Asha does for Cobolt — he keeps himself 100% human. But his life is about to change.

Grey has just finished a car for Eron Keen, a mysterious tech inventor who has removed himself from humanity to create life-changing things for his company, Vessel. The guy has his own cloud — not the internet, a cloud — in his home. While there, he shows the Traces his STEM chip that serves as a second brain.

Grey obviously hates the idea, saying that when he sees that chip, he sees more jobs going away. As he and his wife discuss it on the way home, their self-driving car leads them to the slums where Grey grew up. Their car crashes and a gang murders Asha and severs our hero’s spinal cord, forcing him to watch his wife die.

Between the death of his wife, his near-total loss of mobility, being forced to be cared for by his mother and the police’s (including Blumhouse regular Betty Gabriel) inability to catch the killers, Grey decides to kill himself. That’s when Eron offers to install STEM into his body with one catch — he can’t tell anyone.

The chip is a miracle, allowing Grey to move again. Soon, he’s exceeding the limits he had even when he was unharmed. And then, STEM starts talking to him and explaining how he can get revenge.

Upgrade is a movie that continually exceeded my expectations and challenged my assumptions. It starts like a modern version of Death Wish mixed with RoboCop before becoming a sly critique on the invasion of technology into our lives and the military industrial complex. What seems like a balletic modern fight scene is nuanced by the fact that our hero is no longer in control of his body, trying to hide his eyes from the violent vengeance that he is unleashing.

Grey eventually comes face to face with the men who ruined his life, but even they aren’t what they seem. I loved the way this film mixes Cronenberg body horror with military tech — I’ve never seen a bad guy who can sneeze nanite missiles into your bloodstream before. And the way they arms conceal guns that are loaded along their bloodlines is a stroke of genius.

Once our hero starts using his new brain to try and learn why his wife was killed and he was crippled, everyone is against him, including the police and Eron. It all races to a brutal and surprising conclusion where our hero and his new brain both get what they want.

No more spoilers. I’m overjoyed that I came into this movie cold and was continually surprised and delighted by the most minute details of the script.

Filmed in Australia and featuring a cast of Down Under actors, the home of writer/director Leigh Whannell, who you may know better as Specs from the Insidious movies. He’s also written the Saw and Insidious films, as well as directing Insidious: Chapter 3. Of all the Blumhouse releases I’ve seen, this one feels intensely personal. It had me on the edge of my seat, waiting for each new fight, each new reveal, each new surprise.