Upgrading gear in Onimusha: Way of the Sword is how you keep pace with tougher Genma as Miyamoto Musashi. Your clothing, sword, and gauntlet each level up on their own material supply, so you never have to sacrifice one to feed another. Maxing every enhancement also unlocks the Dressed to Kill trophy.
Quick answer: Open the Spirit Mirror, pick “Enhance Equipment/Abilities,” then pour clothing materials into clothing, iron into the sword, and Genma drops into the gauntlet. Clothing and the sword each take ten small upgrades per proficiency band, while the gauntlet takes five, up to a maximum of level 5 for each piece.
Where to upgrade and what each piece does
Upgrades unlock naturally as you progress. Once the option appears, you’ll find it inside the Spirit Mirror, the same rest point used for saving, fast travel, and appearance changes. Select “Enhance Equipment/Abilities,” then switch between the three categories and spend materials to push each up a level.
| Equipment | What it boosts |
|---|---|
| Clothing | Health and stamina pool |
| Sword | General attack power, plus Issen and Oni Armament power |
| Gauntlet | Oni powers and soul absorption |
Because each piece uses its own materials, there’s no wrong order. Whenever a batch of resources covers the next upgrade, take it.
Clothing upgrade requirements
Clothing raises your health and stamina and runs across four proficiency bands, each with ten steps. Materials lean on cloth and leather, with Fine Silk Cloth reserved for the higher tiers.
Proficiency Level 1
| Level | Requirements |
|---|---|
| 1 | Default |
| 2 | 1 Hempen Cloth, 1 Cotton Cloth |
| 3–5 | 2 Hempen Cloth, 1 Cotton Cloth |
| 6 | 1 Fine Silk Cloth |
| 7–10 | 2 Hempen Cloth, 1 Cotton Cloth, 1 Leather |
Proficiency Level 2
| Level | Requirements |
|---|---|
| 1–4 | 2 Cotton Cloth, 1 Leather |
| 5 | 2 Cotton Cloth, 2 Leather, 2 Fine Silk |
| 6–10 | 2 Cotton Cloth, 1 Leather |
Proficiency Level 3
| Level | Requirements |
|---|---|
| 1–4 | 2 Cotton Cloth, 2 Leather |
| 5 | 2 Cotton Cloth, 2 Leather, 4 Fine Silk Cloth |
| 6–10 | 2 Cotton Cloth, 2 Leather |
Proficiency Level 4
| Level | Requirements |
|---|---|
| 1–4 | 2 Hempen Cloth, 2 Cotton Cloth, 2 Leather |
| 5–10 | 2 Hempen Cloth, 2 Cotton Cloth, 2 Leather, 1 Fine Silk Cloth |
The final clothing enhancement asks for 2 Hempen Cloth, 2 Cotton Cloth, 2 Leather, and 1 Fine Silk Cloth.
Sword upgrade requirements
The sword raises general attack power along with Issen and Oni Armament damage. Its materials are iron-based, moving from Iron and Whetstone to Tempered Iron and Tamahagane at the higher steps.
Proficiency 1
| Level | Requirements |
|---|---|
| 1 | Default |
| 2 | 1 Whetstone, 1 Iron |
| 3–5 | 2 Whetstone, 1 Iron |
| 6 | 1 Tamahagane |
| 7–10 | 2 Whetstone, 1 Iron, 1 Tempered Iron |
Proficiency 2
| Level | Requirements |
|---|---|
| 1–4 | 2 Iron, 1 Tempered Iron |
| 5 | 2 Iron, 2 Tempered Iron, 2 Tamahagane |
| 6–10 | 2 Iron, 1 Tempered Iron |
Proficiency 3
| Level | Requirements |
|---|---|
| 1–4 | 2 Iron, 2 Tempered Iron |
| 5 | 2 Iron, 2 Tempered Iron, 4 Tamahagane |
| 6–10 | 2 Iron, 2 Tempered Iron |
Proficiency 4
| Level | Requirements |
|---|---|
| 1–4 | 2 Whetstone, 2 Iron, 2 Tempered Iron |
| 5–10 | 2 Whetstone, 2 Iron, 2 Tempered Iron, 1 Tamahagane |
The final sword step needs 2 Whetstone, 2 Iron, 2 Tempered Iron, and 1 Tamahagane.
Gauntlet upgrade requirements
The gauntlet strengthens your Oni powers and soul absorption. Its bands only run five steps each, and the materials come from Genma, so expect Malicite, Byakue’s Talisman, Dohatsu-ten’s Horn, and Malicite Mass.
Proficiency 1
| Level | Requirements |
|---|---|
| 1–2 | 1 Malicite |
| 3–5 | 2 Malicite, 1 Byakue’s Talisman |
Proficiency 2
| Level | Requirements |
|---|---|
| 1 | 3 Malicite, 1 Byakue’s Talisman |
| 2–3 | 3 Malicite, 2 Byakue’s Talisman, 1 Dohatsu-ten’s Horn |
| 4–5 | 4 Malicite, 2 Byakue’s Talisman, 1 Dohatsu-ten’s Horn |
Proficiency 3
| Level | Requirements |
|---|---|
| 1–3 | 4 Malicite, 2 Byakue’s Talisman, 1 Dohatsu-ten’s Horn |
| 4–5 | 5 Malicite, 2 Byakue’s Talisman, 1 Dohatsu-ten’s Horn |
Proficiency 4
| Level | Requirements |
|---|---|
| 1–5 | 5 Malicite, 2 Byakue’s Talisman, 2 Dohatsu-ten’s Horn, 3 Malicite Mass |
The last gauntlet step calls for 5 Malicite, 2 Byakue’s Talisman, 2 Dohatsu-ten’s Horn, and 3 Malicite Mass.
Where to find upgrade materials
Most materials arrive as quest rewards, and you can see what you’re getting before you commit. Hover over any quest on the map to preview its rewards, and for main quests the materials show in the bottom-left corner as soon as the map opens. Clothing rewards trend toward silk and leather, sword rewards toward iron, and gauntlet rewards toward Genma drops, with the higher-quality versions of each showing up later in the game.
Chests scattered through the world are the other main source, but each one only hands over its contents once. Materials lying loose in the environment, outside of chests, tend to respawn.
Tip: If you’re one or two items short of the next upgrade, don’t wait on your next quest reward. A quick loop through an area you’ve already cleared can refill loose materials and close the gap.
How the level system works
Moving a piece of gear from one level to the next takes several small upgrades rather than a single jump. Clothing and the sword each need ten upgrades to climb a band, while the gauntlet needs only five, and every piece caps at level 5. Keep that math in mind when a limited batch of materials could go to any of the three.
You’ll know an upgrade landed when the stat readout in the Enhance menu ticks up, such as a clothing bump pushing your combined health and stamina from +370 to +390. Clearing every enhancement across all three pieces is what awards the Dressed to Kill trophy, so the final steps in each category are the ones to prioritize once your material stock allows.
