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In Destiny 2, using gear with high Power level is required to tackle the game's toughest content. Every weapon and armor piece in Destiny 2 has a Power Level that dictates what content your character can partake in. Guardians with a higher Power Level can partake in pinnacle PvE and PvP content such as raids and Trials of Osiris.

Related: Destiny 2: A Complete Guide To Armor 2.0

Upgrade Modules are a core part of this progression system, allowing you to infuse higher Power Level gear into items you enjoy using. These items are mainly obtained from Banshee-44 or Ada-1 in the Tower, but Bungie has added a few additional ways to earn Upgrade Modules throughout Destiny 2's lifespan. Here is every possible way to obtain Upgrade Modules in Destiny 2.

Updated April 6th, 2022, by Charles Burgar: The Witch Queen campaign has quickly become the best source of Upgrade Modules in Destiny 2, at least for players who haven't cleared it yet. Some additional sources of Upgrade Modules have also been added in Year 5. We've updated this guide to include all new Upgrade Module drop sources, tweaked the formatting of some entries, and updated sections of the guide that have seen been changed.

How To Obtain Upgrade Modules

Destiny 2 Upgrade Module

Compared to Masterwork materials, Upgrade Modules are much harder to target farm in Destiny 2. These items are typically purchased from vendors or earned from the Season Pass. You can obtain Upgrade Modules from the following sources:

Method

Type

Amount

Banshee-44/ Ada-1

Vendor

1

Modularity

Ghost Mod

1

*Concentrated Mattergem

Consumable

1

Witch Queen Campaign

Campaign

1+ per encounter

Crucible Valor Reward

Vendor

3

Gambit Infamy Reward

Vendor

3

Season Pass

Season Pass

19

*Purchased from Eververse

Witch Queen Campaign

Destiny 2 WItch Queen Campaign Difficulty

Module Amount: 1+ per encounter (first clear)

The Legendary campaign only grants Upgrade Modules on your first clear on that character. If you're already beaten the campaign, run it on your alternate characters to earn additional Upgrade Modules.

The Witch Queen campaign is broken up into multiple encounters per level, each spawning a reward chest when cleared. This chest will always give at least one Upgrade Module, sometimes more. On Legendary difficulty, twice as many chests spawn, doubling your Upgrade Module gains. If you need Upgrade Modules, completing the Witch Queen campaign on Legendary is your best source.

Purchase From Vendors

Destiny 2 Banshee-44 Upgrade Modules

Module Amount: 1 per purchase

Most Guardians will get their Upgrade Modules from Banshee-44 or Ada-1 in the Tower. Purchasing an Upgrade Module requires the following:

  • 1 Enhancement Core
  • 10 Legendary Shards
  • 25 planetary materials
  • 5,000 Glimmer

Related: Destiny 2: Every Possible Way To Obtain Enhancement Core

Note that the planetary material required changes daily. Banshee and Ada-1 will both sell two different Upgrade Modules that require different planetary materials. Both vendors require the same materials. If you're low on Glimmer or certain materials, you can visit Rahool at the Tower to stock up on supplies.

Ritual Vendors

Destiny 2 Shaxx Rewards

Module Amount: 3 per Valor/Infamy reset

Destiny 2's ritual vendors—Zavala, Shaxx, and the Drifter—each give three Upgrade Modules as a rank-up reward if you've reset their respective ranking system at least once. We don't recommend farming this since it takes ages to reset a vendor's reputation, but keep this in mind whenever you're grinding a ritual playlist.

If you haven't played Destiny 2 in quite some time and aren't sure how reputation works, check out the guides linked below:

Gunsmith Ranks

Destiny 2 Banshee-44 Gunsmith Rewards

Module Amount: 4 per reset

Banshee deserves a special mention since his reward track revolves around Upgrade Modules and Masterwork materials. You can expect four Upgrade Modules for increasing your Gunsmith Rank. Check out our Gunsmith Rank guide for more information on how to gain reputation with Banshee-44.

Ghost Shell Mods

Destiny 2 Modularity Ghost Shell Mod

Module Amount: 1 when the mod procs

The Modularity series of Ghost Shell mods grant a chance of receiving an Upgrade Module upon completing or winning an activity. Strikes, the Crucible, and Gambit each have a Modularity mod. You must have a Masterworked Ghost Shell to equip these mods. Each Modularity mod costs four energy to equip.

Season Pass

Destiny 2 Season Pass Progression

Module Amount: 31 per season

Every Season Pass in Destiny 2 contains a bundle of Upgrade Modules in the free track. Season Passes grant Upgrade Modules at the following tiers:

Rank 2

x3 Upgrade Modules

Rank 4

x3 Upgrade Modules

Rank 8

x3 Upgrade Modules

Rank 11

x2 Upgrade Modules

Rank 14

x2 Upgrade Modules

Rank 18

x2 Upgrade Modules

Rank 21

x2 Upgrade Modules

Rank 26

x2 Upgrade Modules

Rank 34

x3 Upgrade Modules

Rank 47

x3 Upgrade Modules

Rank 62

x3 Upgrade Modules

Rank 84

x3 Upgrade Modules

A Season Pass grants 31 Upgrade Modules in total. New Lights can get 12 of those Upgrade Modules from the free track.

Eververse

Destiny 2 Concentrated Mattergem

Module Amount: 1 per Mattergem

Eververse can also sell Concentrated Mattergems, a consumable item that gives bosses a chance to drop an Upgrade Module. Once a boss dies, the consumable buff expires. Each Concentrated Mattergem costs 200 Bright Dust.

Buying Concentrated Mattergems is highly discouraged due to the limited income rate of Bright Dust. Purchasing three Concentrated Mattergems would require you to complete most vendor weeklies and a few Seasonal Challenges. This isn't worth the time or Bright Dust investment.

Next: Destiny 2: The Witch Queen Complete Guide And Walkthrough