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Upload season 3’s ending, explained

Amazon Prime Video original series Upload could not have come at a better time. As artificial intelligence (AI) technology, robots, virtual reality, and other high-tech innovations dominate the conversation in real life, Upload provides an interesting, albeit parodied version of what the future could look like, not just for the living, but for the dead as well.

When the second season ended, Nathan (Robbie Amell) managed to move his consciousness from the Lakeview digital afterlife into a clone body to navigate the real world. The reason? To investigate details about his death, which he now knows was at the hands of deceased (and uploaded) billionaire David Choak (William B. Davis). The third season of the Amazon Prime Video original series picks up right where fans left off.

Living in the real world

Nathan and Nora walking outside in the real world, smiling and laughing in a scene from Upload.
Liane Hentscher / Prime Video

Things come full circle as Nathan is trying to adjust to the intense smells and sounds that he was away from for so long. His absence in Lakeview is handled by his eager new angel Tinsley (Mackenzie Cardwell), who creates a clone version of him from a month prior. Ingrid (Allegra Edwards) is still making frequent VR visits to Lakeview and sees this as the perfect opportunity to pounce. This past version of Nathan is still supposedly in love with her and has not yet fallen as deeply for Nora (Andy Allo).

Real Nathan, however, can’t be bothered with what’s going on there because he and his now official girlfriend, Nora, have work to do. Together with Ivan (Josh Banday) and Matteo (Paulo Costanzo), they plan to get to the bottom of what happened. The ultimate goal is to work with the Ludds to take down Freeyond before more people are hurt and manipulated. It’s too late, though, as Freeyond convinces thousands of people to upload for free, only to kill them one by one, with no plans to upload them anywhere. It’s all a sick plan to eliminate 10,000 voters.

Horizon uploading people in batches in a scene from Upload.
Liane Hentscher / Prime Video

Nathan and Nora manage to stop the process partway through, though Matteo is collateral damage, as is Detective Sato (Hiro Kanawaga) who, it turns out, was a bad guy all along. Desperate to do right by the people they couldn’t save, Nathan and Nora grab the hard drives of all the uploads and make it their mission to deliver them to the families of the deceased.

They meet some interesting people along the way and start to learn about one another’s quirks. But in the back of their minds, the worry about Nathan’s health looms. The longest cloned person lasted a month before their head exploded. Nathan keeps getting nosebleeds, and the pair is convinced he’s on borrowed time. They need to hurry.

Everyone else’s stories

Luke from Upload painting a bust of Nathan's head.
Liane Hentscher / Prime Video

Meanwhile, everyone else is up to their own antics. Reeling from the loss of his best friend, Luke (Kevin Bigley) falls into a state of depression, seeking out companionship anywhere he can find it. When he learns the government will no longer be funding veterans at Lakeview, he takes a trip to the Grey Market and enlists in a clandestine phone sales job to make extra dough that gets him kidnapped for a short period of time.

Aleesha (Zainab Johnson) is there for Luke when she can be, but she’s busy with her powerful new position as teacher for the AI bots (Owen Daniels), trying to help them learn about human behavior. She eventually works with AIs sent into the real world as part of a secret Horizen experiment. As she rises up the ranks, Aleesha meets Karina (Jeanine Mason), a corporate boss at Horizen with whom she becomes romantically involved. Soon, however, clues suggest that Karina might not be an innocent bystander in the underhanded activities going on.

Lucy, Aleesha, and Katrina monitoring an AI in the real world on a screen in Upload.
Liane Hentscher / Prime Video

More is revealed about Choak and his dealings with other corporate heads, including Ingrid’s father. They’re all in it together, determined to prevent Nathan’s free afterlife concept from ever seeing the light of day and threatening their billion-dollar business. Choak eventually goes missing, however, when his angered angel Ivan steals his hard drive. What will Nathan do once/if he ever gets a hold of the hard drive of the man responsible for his death? That’s a question for another day.

Ingrid from Upload in a dressing room wearing a full VR suit.
Liane Hentscher / Prime Video

What about Ingrid? She’s still up to her usual antics. She deceives the clone Nathan, who at first isn’t aware that he’s a clone, desperate to keep him in her life. In the real world, her family has completely cut her off and she has to get an actual job in (gasp) retail to make ends meet.

As she pursues her relationship with clone Nathan at Lakeview, she becomes jealous at how the real Nathan’s relationship with Nora has blossomed. She’ll stop at nothing, it seems, to keep her man, whether it’s the real version or the clone one. The two Nathans do, it should be noted, eventually meet and try hilariously to one-up one another.

Running from upload failure

Nathan sitting without a shirt and holding his stomach while Nora and Dr. Kapoor look on in Upload.
Liane Hentscher / Prime Video

Terrified that Nathan’s days are numbered, he and Nora visit Dr. “Download” Kapoor (Ravi Kapoor), the doctor who was fired following the first botched clone project. He doesn’t have answers, but gives Nathan pills. He’s clearly hiding something.

Not sure what to do next, the couple find an ally in Nathan’s old college flame, Holden (Kristine Cofsky), who happens to be a lawyer. She decides to take on a case to seek damages for the families of the recently uploaded deceased. She believes Nora could be the key to helping her win, and Nora thinks this could be the move to finally take Horizen down.

Things are looking up. Nora is offered a job with the firm, and a promise to put her through law school. But just as the key witness arrives to meet with the lawyers ahead of the trial (it turns out it’s Dr. Kapoor himself!), he is killed by a mealbot carrying explosives. Why was he going to be the smoking gun? Turns out he was paid to purposely blow up the first clone subject to protect the afterlife business. This, combined with the discovery that the pills Dr. Kapoor gave Nathan were nothing more than Gas X, confirms amazing news: Nathan’s head isn’t going to blow up. Clones can survive just fine among humans, and this could effectively render the digital afterlife business useless.

Holden and Nathan stand together, looking at someone in a scene from Upload.
Liane Hentscher / Prime Video

Despite Nora convincing Ingrid to be the new key witness, given what she knows about her father’s involvement, the trial isn’t going well. Back at Lakeview, Aleesha and Luke set up an elaborate plan to get into Karina’s computer and see what they can find. It’s better than they could ever have imagined when they uncover files with seriously damaging information about Horizen. The contents aren’t revealed, but it’s a terabyte’s worth of data that Aleesha swiftly uploads to Nora, and it helps them reach an immediate settlement in the case. But there’s a catch: the records remain sealed. This means Horizen will see a small dent in its bottom line as the company pays millions to the surviving families. Beyond that, it’s business as usual.

Nora and Nathan leave the courthouse upset about the outcome of the case, but excited for their future. Just then, Nathan, who can’t provide valid ID, is taken into custody by Horizen security.

How Upload season 3 ends

Ivan clutching Choak's hard drive while lying on his couch in a scene from Upload.
Liane Hentscher / Prime Video

Fast-forward for an unknown duration of time and Nora, Ingrid, and Nathan’s mother are frantically trying to figure out what to do. This is juxtaposed with the scene of an attack on Lakeview, where the supposedly many duplicate uploads (Nathan wasn’t the only one) are being killed. There’s also soothing footage from a new Horizen commercial, launched in the aftermath of the trial settlement. The company is working to build back trust.

The ad presents a lavish-looking afterlife community with new options, including Workload, where people continue to spend their days in the afterlife working mundane clerical jobs. The company has also changed its name to Betta, humorously noting that Horizen will remain a company under the Betta umbrella, used as a container for lawsuits. It’s clear, however, that there’s nothing “betta” about this place.

Nathan standing in Lakeview, the AI bot concierge behind him in a scene from Upload.
Liane Hentscher / Prime Video

The story pivots back to the panicked group as they receive an incoming call from Nathan. Where has he been all this time? Is he OK? He reveals that the other Nathan was destroyed. But wait, Nora wants to know: Which Nathan is he? The episode end, leaving it unclear if it was the real Nathan or the duplicate Nathan to whom she was speaking.

Upload has not officially been renewed for a fourth season, but the cliffhanger ending suggests there’s hope for the story to continue.

Stream all three seasons of Upload on Prime Video.

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