When you first step into the upgrade shop in Tick Town during Duskfade, it's clear currency isn't the only thing you'll need. Each upgrade also demands collecting rare gears hidden throughout the game's stages. These aren't placed right on the main route but just off to the side, gently nudging you to explore a little more deeply. If you're feeling stuck trying to find these crucial upgrade gears or aiming to complete the game fully, knowing their exact locations makes a huge difference.
All Upgrade Gear Locations in Duskfade
There are a total of 36 Upgrade Gears scattered around the world of Duskfade. This number far exceeds what you actually need to purchase every upgrade, giving you some breathing room. You'll typically find between one and three gears per level, so keep an eye out for subtle clues or hidden paths that lead off the beaten track. Below is a comprehensive list of every Upgrade Gear sorted by the stage where they're found.
Erazus Forest Upgrade Gears
The quiet woods of Erazus Forest hide two Upgrade Gears to discover.
Upgrade Gear 1
Right after you pass the first checkpoint, you'll climb stone steps heading upwards to a stone cavern. Enter that cavern, and just beyond it, a building comes into view with the first Upgrade Gear perched on top.
Upgrade Gear 2
Keep following the main path until you reach a ledge you can drop down from. Below, a small side path awaits where both an Echo and an Upgrade Gear are tucked away.
Scorched Grove Upgrade Gears
In the scorched and fiery environment of Scorched Grove, you'll find two more Upgrade Gears.
Upgrade Gear 1
Just before the second checkpoint, after the fast travel point when you run across rooftops, turn your camera towards the ground to spot this gear sitting nearby.
Upgrade Gear 2
This one’s hard to miss, located on a rock beside the third checkpoint. Wall jump up the wooden planks near the checkpoint then leap across some rocks to claim it.
Starstone Mines Upgrade Gears
Starstone Mines contains two Upgrade Gears, but only one is accessible on your initial visit.
Upgrade Gear 1
Find the first gear straight ahead of the fourth checkpoint, resting atop some plants to the right of the green archways along the main path.
Upgrade Gear 2
You’ll need the Pendulum from the Apprentice’s Wing before grabbing this one. After obtaining it, return to the Starstone Mines fast travel point to uncover a buried chest on the platform, which opens to reveal the gear.
Mount Cinder Upgrade Gears
Mount Cinder boasts three Upgrade Gears, but one is locked until later.
Upgrade Gear 1
After leaving the spinning fire platforms area and hitting the second checkpoint, turn back. Using a double jump followed by a mid-air dodge grants the distance needed to reach the grapple point overlooking the gear.
Upgrade Gear 2
This gear is right next to a spinning wheel embedded in the lava river, just past the second checkpoint—nearly impossible to miss.
Upgrade Gear 3
Accessible only after obtaining the Stopwatch from the Clockwork Academy, return to the lava river's purple door and use your Stopwatch ability to unlock a combat challenge that yields this Upgrade Gear.
Meridian Village Upgrade Gears
Meridian Village contains two gears waiting to be discovered.
Upgrade Gear 1
Behind the fast travel point, grapple up stone mountain points to reach a platform holding the first gear.
Upgrade Gear 2
Later, use the stone platforms crossing a river to your right. Follow this path back nearly to the fast travel spot to find the second Upgrade Gear.
Lantern Port Upgrade Gears
Lantern Port offers two gears, but one requires a later return visit.
Upgrade Gear 1
Near the stage’s end, follow grapple points to the open Upgrade Gear.
Upgrade Gear 2
After acquiring the Sundial from Celestial Kingdom, go back to the stage’s entrance and grind the left rail. This allows access through a purple door via the Stopwatch, unlocking a challenge that rewards this gear.
Clockwork Academy Upgrade Gears
The Clockwork Academy houses just one Upgrade Gear.
Upgrade Gear 1
After crossing the first spinning wood planks, turn right to spot platforms and a grapple point. Climb up here to claim the gear above.
Apprentice’s Wing Upgrade Gears
The Apprentice’s Wing has a single gear tucked away.
Upgrade Gear 1
In the flooded room at the stage’s start, jump between bookshelves using a grapple point to reach a wooden plank that leads to this gear.
Craftsman’s Wing Upgrade Gears
A gear awaits in the Craftsman’s Wing but only after you unlock the Sundial.
Upgrade Gear 1
Return here with the Sundial, then take the grind rail from the fast travel point corridor through rooms filled with combat and platforming. Defeat all foes at the end to nab this gear plus 600 Shards.
The Great Library Upgrade Gears
The Great Library hides two Upgrade Gears.
Upgrade Gear 1
Right at the start, wall jump up the bookshelves, then hop across platforms and planks to find the first gear.
Upgrade Gear 2
Near the end, after activating the gear-triggered door, turn around to find wall jump platforms leading up to the second gear.
Canal Hamlet Upgrade Gears
Canal Hamlet offers three gears, but one only becomes available later.
Upgrade Gear 1
At the town's open area near the start, this gear sits atop a house reachable via a nearby bouncy plant.
Upgrade Gear 2
Cross the mid-stage bridge, then follow the leftward path. Break orange crystals in a water room to unlock a secret chamber with this gear.
Upgrade Gear 3
Get the Wings from Clockmaker’s Rest, then return to the giant purple crystal in the middle of Canal Hamlet. Fly through the boost rings here to reach a platform holding this gear.
Celestial Kingdom Upgrade Gears
The Celestial Kingdom also contains two Upgrade Gears.
