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"Upgrade U" is a song recorded by American R&B singer Beyoncé Knowles for her second studio album, B'Day (2006). The song features additional vocals from Knowles' then-boyfriend and now-husband, hip hop artist Jay-Z. It was composed by Swizz Beatz, Cameron Wallace, Knowles, MK, Makeba, Sean Garrett, Angela Beyincé, Shawn Carter, Willie Clarke, Clarence Reid, and Solange Knowles. Columbia Records released "Upgrade U" as a promotional single on November 27, 2006, in the United States only. "Upgrade U" draws from the genres of hip hop and contemporary R&B. The concept of the song revolves around a woman offering luxuries to a man to upgrade his lifestyle.
"Upgrade U" was generally well received by music critics, some praising Knowles' assertiveness while singing about her desire to give luxuries to her man. Many also praised the natural chemistry that Knowles and Jay-Z have in the song. After the release of B'Day, "Upgrade U" started to gain popularity on R&B and hip hop radio stations in the United States. This prompted its pre-release debut on the US Hot R&B/Hip-Hop Songs chart and later on the US Billboard Hot 100 chart; after its promotional release, the song peaked at number 11 and at number 59 on the Hot R&B/Hip-Hop Songs and the Hot 100 charts respectively.
The music video for the song was directed by Melina Matsoukas, and took one and a half days of shooting. Knowles did an impersonation of Jay-Z in the clip and is also seen amidst gold watches and jewelry, continuing the motif of luxury that is alluded to in the song. It finally emerged as the forty-fifth best R&B/Hip-Hop song of 2007 in the United States. Although Knowles did not perform "Upgrade U" in any televised appearances, the song was a part of her set list on The Beyoncé Experience tour (2007),and I Am... Tour (2009–11).
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