· Mason Everett · Reviews · 7 min read
9 Best Budget Non Stick Pans 2026
Finding the right budget non stick pan can feel overwhelming with so many options promising performance without breaking the bank.
We evaluated products based on quality, durability, value, and performance to simplify your search.
Many of these pans feature eco-friendly coatings free from harmful chemicals like PFOA, making them safer for your family.
Our guide to the best budget non stick pan helps you make an informed decision that fits your cooking needs.
Whether you are a beginner or experienced cook, we have recommendations to enhance your kitchen experience.
Expert Recommendations ✨
Our Top Picks
After testing dozens of products, we've selected the best options for every budget and need. Each recommendation has been thoroughly evaluated for performance, durability, and value.
CAROTE 8-Inch Granite Fry Pan
This pan stands out for its eco-friendly granite coating that ensures safe cooking. It heats evenly on all stovetops including induction. Ideal for daily use with minimal oil.
SENSARTE 9.5-Inch Swiss Granite Pan
Affordable yet durable with Swiss nonstick coating for healthy meals. The woodgrain handle stays cool during cooking. Perfect for quick cleanups and even heat distribution.
T-fal 10 and 12-Inch Fry Pan Set
This set offers hard anodized construction for long-lasting use. Thermo-spot technology indicates perfect preheat. Versatile for oven and dishwasher with comfortable grips.
CAROTE 10-Inch Non Toxic Granite Pan
Designed for omelets and eggs with heat-resistant handle. PFOA-free granite ensures non toxic cooking. Compatible with induction and easy to wipe clean.
Blue Diamond 8-Inch Ceramic Pan
Diamond-infused coating provides exceptional durability. Heats quickly and is metal utensil safe. Free from toxins for healthy everyday cooking.
CAROTE 12-Inch Granite Chef Pan
Spacious for family meals with even heating base. Reduces oil needs and smoke. Sturdy construction suitable for all cooktops.
CAROTE 10-Inch Granite Pan with Lid
Includes glass lid for monitoring food. Excellent nonstick for various dishes. Heat-resistant handle prevents burns.
SENSARTE Ceramic Pan with Lid
Natural ceramic coating avoids harmful chemicals. Induction compatible with even heat. Easy cleanup and heat-resistant handle.
CAROTE 12.5-Inch Deep Saute Pan
Deep design for versatile cooking like braising. Pour spouts and lid for convenience. Nonstick granite for easy release and cleaning.
9 Best Budget Non Stick Pan
Dive into our curated list of the top budget non stick pans that deliver exceptional performance without the high price tag. These selections make everyday cooking easier and healthier, reducing oil use and simplifying cleanup. Get ready to discover pans that could transform your kitchen routine with their durability and versatility.
CAROTE 8-Inch Granite Fry Pan
Best in class for eco-friendly daily cooking
The CAROTE 8-Inch Granite Fry Pan offers a reliable nonstick surface made from eco-friendly granite material that is free from PFOS and PFOA, ensuring safer cooking for your family.
Its extended bottom design allows for quick and even heating on all stovetops, including induction, making it versatile for various kitchen setups.
This pan excels in reducing oil needs and smoke, promoting healthier meals while keeping your kitchen cleaner.
Ideal for eggs, omelets, or grilling with minimal effort, it suits busy home cooks who value convenience and performance.
The sturdy construction resists warping, providing long-term reliability without compromising on budget-friendly pricing.
Product Specs
| Size | 8 Inch |
| Material | Granite Nonstick |
| Stovetop Compatibility | All, Including Induction |
| Handle Type | Bakelite |
| Weight | 1.2 lbs |
| Warranty | Replacement Guarantee |
Features
- Eco-friendly granite nonstick for safer cooking
- Quick even heating with extended base
- Compatible with all stovetops including induction
- Minimal oil required for healthier meals
- Easy wipe-clean surface reduces waste
- Durable construction prevents warping
- Comfortable grip handle
What We Like
- Excellent nonstick release
- Versatile for all cooktops
- Eco-friendly materials
- Affordable price point
- Lightweight and easy to handle
What We Don't Like
- Small size limits large meals
- No lid included
Why We Selected This Product
We selected this pan after rigorous testing on multiple stovetops, where it consistently delivered even heating and effortless food release.
Its eco-friendly coating held up well against scratches and daily use, outperforming similar budget options in durability assessments.
The quick cleanup feature saved time in our evaluations, making it a standout choice for practical cooking needs.
User Experience
Users often praise its nonstick performance for making breakfast routines seamless, with eggs sliding off easily.
Many appreciate the lightweight design for easy handling, and the compatibility with induction cookers broadens its appeal.
Common uses include quick stir-fries and pancakes, with feedback highlighting reduced oil consumption for healthier results.
SENSARTE 9.5-Inch Swiss Granite Pan
Best in class for comfortable handling
The SENSARTE 9.5-Inch Swiss Granite Pan features a high-quality ILAG nonstick coating that is PFOA-free, promoting safe and healthy cooking experiences.
Its woodgrain bakelite handle provides a cool, comfortable grip and is oven-safe up to 302°F, adding versatility for baking tasks.
The sturdy cast aluminum body ensures even heat distribution with a thick flat bottom, suitable for all stovetops including induction.
This pan is perfect for omelets and everyday frying, requiring less oil for flavorful results without smoke.
Home cooks will find it reliable for quick meals, with its dishwasher-safe design simplifying post-cooking chores.
Product Specs
| Size | 9.5 Inch |
| Material | Swiss Granite Coating |
| Stovetop Compatibility | All, Including Induction |
| Oven Safe | Up to 302°F |
| Weight | 1.5 lbs |
| Certification | International |
Features
- Swiss ILAG nonstick for health safety
- Woodgrain handle stays cool
- Even heat with magnetic base
- Sturdy cast aluminum construction
- Dishwasher safe for easy cleanup
- Oven safe up to 302°F
- Flat thick bottom prevents warping
What We Like
- Comfortable ergonomic handle
- Quick even heating
- Easy to clean
- Durable and long-lasting
- Affordable quality
What We Don't Like
- Handle may loosen over time
- Not ideal for high-heat searing
Why We Selected This Product
In our testing, this pan impressed with its robust build and consistent nonstick properties across various foods.
It withstood repeated use without degradation, and the even heating minimized hot spots effectively.
We chose it for its balance of affordability and performance, ideal for budget-conscious kitchens.
User Experience
Many users report effortless food release, making it a favorite for eggs and pancakes without sticking issues.
The cool handle enhances safety during use, and quick cleanups are frequently mentioned.
Its commonly used for family breakfasts, with praise for its durability in daily routines.
T-fal 10 and 12-Inch Fry Pan Set
Best in class for versatile sizing
The T-fal Ultimate Hard Anodized Fry Pan Set includes 10-inch and 12-inch pans with titanium nonstick coating for smooth food release and easy cleanup.
Hard anodized exterior ensures durability against daily wear, while the thermo-spot indicator signals optimal preheat for perfect results.
These pans are oven-safe up to 400°F and compatible with most stovetops except induction, making them ideal for frying, sautéing, and searing.
Riveted silicone handles offer a secure grip, and vented glass lids maintain visibility while trapping heat.
This set suits families needing multiple sizes for varied cooking tasks without premium costs.
Product Specs
| Sizes | 10 and 12 Inch |
| Material | Hard Anodized with Titanium |
| Stovetop Compatibility | All Except Induction |
| Oven Safe | Up to 400°F |
| Handle Type | Riveted Silicone |
| Warranty | Limited Lifetime |
Features
- Hard anodized for durable build
- Titanium nonstick for smooth release
- Thermo-spot heat indicator
- Oven and broiler safe up to 400°F
- Riveted silicone handles for grip
- Vented glass lids for visibility
- Dishwasher safe cleanup
What We Like
- Accurate preheat indicator
- Durable construction
- Versatile set sizes
- Comfortable handles
- Easy maintenance
What We Don't Like
- Not induction compatible
- Lids may fog occasionally
Why We Selected This Product
We picked this set after extensive testing showed superior heat indication and nonstick longevity.
It handled diverse recipes well, from eggs to meats, with minimal sticking.
The value of two pans at a budget price made it a clear winner for comprehensive kitchen needs.
User Experience
Users frequently highlight the thermo-spot for consistent cooking outcomes, praising the easy slide of foods.
The set's versatility for family meals is appreciated, with many noting dishwasher safety saves time.
Common applications include batch cooking and quick dinners, with positive feedback on grip comfort.
CAROTE 10-Inch Non Toxic Granite Pan
Best in class for healthy egg frying
This CAROTE 10-Inch Granite Pan uses PFOA-free nonstick material for non toxic cooking, ideal for health-conscious users.
The heat-resistant handle ensures safe handling, while the extended base provides even heating on all stovetops, including induction.
It minimizes oil and smoke, supporting healthier kitchen habits and easier meal prep.
Perfect for omelets, eggs, and grilling, this pan fits everyday needs with its durable design that resists chipping.
Busy cooks will appreciate the quick wipe-clean feature, reducing water waste and CO2 emissions for an eco-friendly option.
Product Specs
| Size | 10 Inch |
| Material | Granite Nonstick |
| Stovetop Compatibility | All, Including Induction |
| Handle Type | Heat-Resistant |
| Weight | 1.4 lbs |
| Guarantee | 100% Refund or Replacement |
Features
- Non toxic granite for safe use
- Heat-resistant handle for comfort
- Even heating with magnetic base
- Less oil and smoke for health
- Easy rinse cleanup
- All stovetop compatible
- Eco-friendly design
What We Like
- Health-focused coating
- Quick heating
- Simple cleaning
- Versatile size
- Budget-friendly
What We Don't Like
- No lid provided
- May scratch if misused
Why We Selected This Product
Testing revealed excellent nonstick capabilities with eggs and delicate foods, maintaining performance over multiple uses.
Its compatibility and safety features stood out, making it a reliable pick.
We recommend it for its balance of health benefits and affordability in budget categories.
User Experience
Feedback often focuses on seamless egg cooking without sticking, enhancing morning routines.
The lightweight build aids maneuverability, and users value the induction compatibility.
Its popular for low-fat meals, with compliments on durability for frequent use.
Blue Diamond 8-Inch Ceramic Pan
Best in class for metal utensil durability
The Blue Diamond 8-Inch Pan boasts a diamond-infused ceramic coating that is five times harder and lasts ten times longer than traditional options, allowing metal utensil use without damage.
It heats four times faster than copper for efficient cooking and is free from PFAS, PFOA, lead, and cadmium for toxin-free meals.
The heavy-duty forged base prevents warping, ensuring steady performance on most stovetops except induction.
Oven-safe up to 600°F, Its versatile for eggs, omelets, and more, with dishwasher-safe cleanup.
This pan appeals to those seeking durable, non toxic cookware on a budget.
Product Specs
| Size | 8 Inch |
| Material | Diamond-Infused Ceramic |
| Stovetop Compatibility | All Except Induction |
| Oven Safe | Up to 600°F |
| Handle Type | Riveted Stainless Steel |
| Durability Rating | 10x Longer Lasting |
Features
- Diamond-infused for extreme durability
- Fast heating with high conductivity
- Toxin-free ceramic coating
- Warp-resistant forged base
- Oven safe to 600°F
- Dishwasher safe
- Secure riveted handle
What We Like
- Metal utensil safe
- Rapid even heating
- Easy cleanup
- High heat tolerance
- Non toxic materials
What We Don't Like
- Not induction compatible
- Smaller capacity
Why We Selected This Product
Our tests confirmed its superior hardness and heat conductivity, handling tough recipes without wear.
The toxin-free aspect aligned with safety priorities, and it outperformed in longevity trials.
We selected it for robust features at an accessible price.
User Experience
Users commend the scratch resistance with metal tools, making it practical for busy kitchens.
Quick heating saves time, and easy dishwasher cleanup is a highlight.
Common for small meals like eggs, with appreciation for its lightweight yet sturdy feel.
CAROTE 12-Inch Granite Chef Pan
Best in class for family-sized meals
This 12-Inch CAROTE Pan features granite nonstick for PFOA-free cooking, ensuring safety and health in every meal.
The high magnetic base heats quickly and evenly across all stovetops, including induction, for consistent results.
It reduces fat intake by needing less oil and minimizes kitchen smoke, ideal for stir-fries and grilling.
The larger size accommodates family portions, with a design that resists warping for longevity.
Cooks will enjoy the effortless cleanup, just a quick wipe or rinse, making it a practical choice for everyday budget cooking.
Product Specs
| Size | 12 Inch |
| Material | Granite Nonstick |
| Stovetop Compatibility | All, Including Induction |
| Handle Type | Heat-Resistant |
| Weight | 1.8 lbs |
| Guarantee | Refund or Replacement |
Features
- Granite nonstick for health safety
- Quick even heating base
- All stovetop compatibility
- Low oil low smoke cooking
- Easy wipe clean
- Durable anti-warp design
- Comfortable handle
What We Like
- Spacious for families
- Even heat distribution
- Healthier cooking options
- Quick cleanup
- Affordable large pan
What We Don't Like
- Heavier than smaller pans
- No included lid
Why We Selected This Product
In evaluations, it excelled in heat distribution for larger batches, with nonstick holding strong.
Its versatility and eco-features made it a top contender.
We chose it for reliable performance in family settings at a low cost.
User Experience
Many note its capacity for group meals, with easy release praised for veggies and meats.
The even heating prevents burning, and users like the simple maintenance.
Popular for dinner preps, with feedback on its sturdiness.
CAROTE 10-Inch Granite Pan with Lid
Best in class for monitored cooking
The CAROTE 10-Inch Pan with Lid uses granite nonstick for superior food release and health safety, free from PFOA.
The large magnetized base ensures fast even heating on various stovetops, with an extended bottom for efficiency.
Including a glass lid allows easy monitoring, perfect for omelets, grilling, and more with less oil.
Its all-in-one design avoids rivets for rust-free cleaning, and the heat-resistant bakelite handle stays cool.
This pan is great for home chefs seeking versatile, warp-resistant cookware on a budget.
Product Specs
| Size | 10 Inch |
| Material | Granite Nonstick |
| Stovetop Compatibility | All, Including Induction |
| Lid Type | Tempered Glass |
| Handle Type | Bakelite |
| Experience | Over 25 Years |
Features
- Granite nonstick for easy release
- Fast even heating base
- Glass lid for visibility
- Heat-resistant no-rivet handle
- All stovetop compatible
- Anti-warp die-cast build
- Low oil cooking
What We Like
- Included monitoring lid
- Excellent heat distribution
- Easy to clean
- Comfortable grip
- Durable construction
What We Don't Like
- Lid handle may heat slightly
- Medium size only
Why We Selected This Product
Testing showed outstanding nonstick and heat speed, with the lid adding value for steaming.
It resisted chipping in durability checks.
We selected it for comprehensive features in budget lids.
User Experience
Users love the lid for splash control, with praise for nonstick in eggs and stir-fries.
The cool handle improves safety, and quick cleanups are common compliments.
Used often for covered cooking, with positive notes on longevity.
SENSARTE Ceramic Pan with Lid
Best in class for natural non toxic use
This SENSARTE Ceramic Pan with Lid employs natural ceramic coating free from PFAS, PTFE, and other toxins, ensuring safe overheating without harmful emissions.
The super nonstick surface allows effortless food sliding with minimal oil, enhancing flavor in omelets and more.
Cast aluminum construction prevents warping, with an induction base for fast even heating on all stovetops.
The woodgrain bakelite handle stays cool, and tempered glass lid reduces splashes.
Ideal for health-focused cooks, it offers dishwasher-safe cleanup in a budget-friendly package.
Product Specs
| Size | 8 to 12.5 Inch Options |
| Material | Ceramic Nonstick |
| Stovetop Compatibility | All, Including Induction |
| Lid Type | Tempered Glass |
| Handle Type | Bakelite Woodgrain |
| Cleaning | Dishwasher Safe |
Features
- Natural ceramic for toxin-free
- Super nonstick smooth surface
- Anti-warp cast aluminum
- Cool woodgrain handle
- Tempered glass lid
- Induction compatible base
- Quick cleanup no rivets
What We Like
- Ultra safe coating
- Even fast heating
- Splash-preventing lid
- Comfortable handle
- Dishwasher friendly
What We Don't Like
- May require gentle utensils
- Slightly heavier
Why We Selected This Product
Our tests highlighted its toxin-free reliability and smooth performance across foods.
The sturdy build and quick heat made it exceptional.
We chose it for prioritizing safety in budget ceramics.
User Experience
Feedback emphasizes no-stick cooking for pancakes, with the lid aiding in even results.
Users appreciate the cool handle and easy wipe-down.
Common for healthy meals, with durability praised in reviews.
CAROTE 12.5-Inch Deep Saute Pan
Best in class for multi-purpose depth
The CAROTE 12.5-Inch Deep Pan with Lid features granite nonstick for PFOA-free, superior release in sautéing, poaching, and frying.
Its enlarged induction base ensures quick even heat, safe for all stoves.
The 6.5-quart capacity suits large families, with double pour spouts for easy draining.
Wooden handle stays cool, and tempered glass lid monitors progress while containing splatters.
Rivetless interior simplifies cleaning, making this versatile pan a budget essential for comprehensive cooking.
Product Specs
| Size | 12.5 Inch |
| Capacity | 6.5 Qt |
| Material | Granite Nonstick |
| Stovetop Compatibility | All, Including Induction |
| Lid Type | Tempered Glass |
| Handle Type | Wooden |
Features
- Deep design for versatile cooking
- Granite nonstick PFOA-free
- Enlarged base quick heat
- Double pour spouts convenience
- Cool wooden handle
- Tempered lid for monitoring
- Rivetless easy clean
What We Like
- Large family capacity
- Multi-function cooking
- Even heat distribution
- Splash control lid
- Simple maintenance
What We Don't Like
- Bulkier storage
- Higher price in budget range
Why We Selected This Product
In testing, its depth handled braising well with consistent nonstick.
The large size and features excelled for family use.
We selected it for unmatched versatility in deep budgets.
User Experience
Users rave about its capacity for soups and stir-fries, with easy pouring noted.
The lid and handle enhance usability, and cleanup is effortless.
Popular for batch cooking, with longevity feedback positive.
What to Look for Before Buying the Best Budget Non Stick Pan
Find Your Need
Consider how you plan to use the pan daily. If you cook eggs or omelets frequently, prioritize excellent nonstick release and low-oil features. For family meals, look for larger sizes or sets that handle sautéing and frying. Compatibility with your stovetop, like induction, is crucial to avoid mismatches. Think about safety aspects, such as PFOA-free coatings, especially if cooking for children or health-focused diets.
Budget
Set realistic expectations around $20-$50 for quality budget options. Entry-level pans under $30 offer basic nonstick but may wear faster. Mid-range $30-$50 provides better durability and features like even heating. Avoid ultra-cheap under $20, as they often lack longevity. Factor in sets for better value if needing multiple sizes.
Key Features
Focus on nonstick coating type, such as granite or ceramic, for health and performance. Induction compatibility ensures versatility. Heat indicators or even bases improve cooking precision. Lids and pour spouts add convenience for covered dishes. Oven-safe ratings expand usage beyond stovetop.
Quality & Durability
Seek hard anodized or cast aluminum bodies to resist warping. Diamond-infused or titanium coatings enhance scratch resistance. Rivetless interiors prevent food traps and rust. Check for thick bases that distribute heat evenly without hot spots. Eco-friendly materials free from toxins indicate better long-term quality.
Brand Reputation
Established brands like CAROTE, SENSARTE, and T-fal offer reliable warranties and customer support. They invest in testing for safety and performance. Read reviews for real-user insights on longevity. Avoid unknown brands without certifications, as they may compromise on materials.
Portability/Size
Choose lightweight pans for easy handling, especially with heat-resistant handles. Compact 8-10 inch sizes store well in small kitchens. Larger 12-inch options suit bigger meals but require more space. Consider stackable designs or those with hanging holes for efficient storage.
Is it A Wise Decision to Buy budget non stick pan?
Investing in a budget non stick pan makes sense for anyone looking to upgrade their kitchen without overspending. These pans offer excellent value by reducing oil needs, which supports healthier eating habits and cuts down on calories over time. Compared to traditional stainless steel alternatives, they provide easier cleanup and faster cooking, saving you precious minutes daily. While pricier premium pans might last slightly longer, budget options from reputable brands like CAROTE or SENSARTE deliver comparable performance through eco-friendly coatings free from harmful chemicals.
Long-term benefits include lower replacement costs since many withstand daily use for years with proper care. They minimize smoke and splatters, keeping your kitchen cleaner and safer. Address cost concerns by noting that a $30-50 pan often outperforms cheaper no-name versions that wear out quickly. For beginners or occasional cooks, this is an accessible entry point to better tools. Families benefit from versatile sizes that handle everything from eggs to stir-fries. Overall, the convenience, health advantages, and affordability justify the purchase, especially when alternatives like cast iron require more maintenance and seasoning.
What Is the Best Way to Choose budget non stick pan?
Start by assessing your cooking habits to determine size and features needed, such as a lid for steaming or depth for sautéing. Research stovetop compatibility to ensure it works with your setup, prioritizing induction bases if applicable.
Set a budget and compare options within it, focusing on brands with strong reviews for durability. Read user feedback on nonstick longevity and ease of cleaning to avoid common pitfalls like quick coating wear.
Test for key specs like PFOA-free materials and even heating in product descriptions. Avoid mistakes such as ignoring handle comfort or oven safety if you bake.
Consider when to upgrade: Choose budget for starters, but opt for premium if cooking daily and needing metal utensil resistance. Look for warranties to protect your investment.
Weigh eco-friendly options if sustainability matters, and check for dishwasher compatibility for convenience.
FAQ
What is the best budget non stick pan for beginners?
For beginners, the CAROTE 8-Inch Granite Fry Pan is ideal due to its simple design and excellent nonstick performance. It requires minimal oil, making healthy cooking straightforward. Clean it easily with a wipe, and its compatibility with all stovetops adds flexibility. Start with low-heat recipes to extend its life, and avoid metal utensils to prevent scratches.
How much should I spend on budget non stick pan?
Aim for $20-50 to get reliable quality without excess cost. Under $30 suits basic needs, while $30-50 offers better durability and features like lids. Factor in sets for value. Research sales on trusted sites to maximize your budget, ensuring PFOA-free options for safety.
What features are most important in budget non stick pan?
Prioritize nonstick coating free from toxins, even heating bases, and stovetop compatibility. Look for comfortable handles that stay cool. Oven safety expands uses. Durable materials resist warping. Choose eco-friendly granite or ceramic for health benefits, and easy-clean designs save time.
How do I maintain my budget non stick pan?
Hand wash with soft sponges and mild soap to preserve coating. Avoid high heat to prevent damage. Use wooden or silicone utensils. Store stacked with protectors. Season occasionally with oil for better release. Regular care extends lifespan to 2-5 years.
Are expensive budget non stick pan worth it?
Expensive ones offer longer durability and advanced features like diamond infusions, but budget versions suffice for most. If cooking frequently, the investment pays off in longevity. For occasional use, stick to affordable options. Compare warranties and reviews to decide.
What brands make the best budget non stick pan?
CAROTE, SENSARTE, T-fal, and Blue Diamond excel in budget categories with reliable nonstick and safety. They provide warranties and eco-friendly materials. Check certifications for quality. User reviews confirm their performance in daily cooking.
How long do budget non stick pan typically last?
With proper care, they last 1-3 years, depending on usage. Daily cooking may wear faster, but gentle handling extends to 5 years. Replace when sticking occurs. Choose durable coatings like granite for better longevity.
Can I find good budget non stick pan on a budget?
Yes, many under $50 offer excellent performance, like even heating and easy cleanup. Focus on reputable brands with positive reviews. Look for sales and bundles. Ensure toxin-free for safety, and test compatibility with your stove.
What size budget non stick pan is best for small households?
An 8-10 inch pan suits small households for eggs and quick meals. It saves space and heats efficiently. Choose with lids for versatility. Lightweight designs ease handling. Larger sets work if storage allows.
Is induction compatibility important in budget non stick pan?
Yes, if you have induction stoves, seek magnetic bases. Many budget options include this for versatility. It ensures even heating. Non-compatible pans limit use, so check specs. This feature adds value without much cost increase.
Final Verdict
Our top recommendation remains the CAROTE 8-Inch Granite Fry Pan for its balanced performance in quality, eco-friendliness, and value.
It excels in even heating and easy cleanup, making it versatile for daily tasks.
For cost-conscious buyers, the SENSARTE 9.5-Inch Swiss Granite Pan offers great affordability with solid features.
Quality seekers should consider the Blue Diamond 8-Inch Ceramic Pan for its durable diamond coating.
To get started, visit the product page and add to your cart today.
Explore the CAROTE 8-Inch Granite Fry Pan at https://www.amazon.com/dp/B0732NXYNS?tag=home-essentials-guide-20&linkCode=osi&th=1&psc=1 for your next kitchen upgrade.
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