Ultima 3 Upgrade


The Ultima 3 Upgrade is a patch for Ultima III: Exodus that adds the following features:

  • The ability to switch between four video modes with new tile sets:
    • VGA 256-color mode
    • EGA 16-color mode
    • Simulated CGA Composite 16-color mode
    • CGA 4-color mode
  • Enhanced MIDI Music from the C64 and Apple II versions
  • New hotkeys: Restore (ALT-R), Exit (ALT-X), and Main Menu (ALT-M)
  • Sosaria Mod
  • And many others:
    • Replaces the 0-7 numeric moon phases with actual moon icons
    • A Frame Limiter that ensures the game runs at a reasonable rate on today’s processors
    • Ability to enable/disable the AutoSave feature
    • A program to reset the game so you can start a new character
    • Gameplay balance fixes related to monster generation and food consumption rates
    • Properly timed PC speaker sound effects

The upgrade is designed to be flexible such that various features can be switched on and off individually via a configuration program.

Future enhancements might entail modifying the sound effects to be generated by WAV/MP3 data, looking at using SVGA DOS libraries for higher-resolution graphics, and/or allowing others to more easily customize the graphics and music. At the moment though, I feel the U3 Upgrade is in a very good spot where it is, so don’t expect these things any time soon (or perhaps ever).


  1. The PC version of Ultima 3 must already be installed on your hard drive. If you have a previous version of the U3 Upgrade installed, you may:
    1. Let the installer detect and upgrade you to the latest version.  (v3.0 onward)
    2. Replace it with a fresh copy of Ultima 3. (be sure to back up your savegame files ROSTER.ULT, PARTY.ULT, and SOSARIA.ULT if you do)
  2. Unzip the U3 Upgrade zip file into your Ultima 3 directory on your hard drive. This step will not affect your current installation or saved games.
  3. Run the following program to patch to the game files, depending on your O/S:
    • Windows: u3upw   (Can be launched directly from explorer)
    • Linux: ./u3upl
    • DOSBOX: u3up
  4. Configure DOSBOX to run with at least 3000 cycles. (10000 if you intend to run using CGA Composite mode.)
  5. Run ULTIMA3.COM in DOSBOX to start the game.
    • If launching from GOG, edit the file dosboxULTIMA3_single.conf in the game directory and change ULTIMA.COM to ULTIMA3.COM.

Optional steps:

  • This version includes SosariaMod.  To launch it, see here.
  • This version ships with default configuration. You can change this configuration using the following program, depending on your O/S:
    • Windows: u3cfgw   (Can be launched directly from explorer)
    • Linux: ./u3cfgl
    • DOSBOX: u3cfg
  • This version ships with General MIDI as the default driver. You can change this by running SETM.EXE from the Ultima 3 directory to configure a different sound card (e.g. FM synth). This must be done within DOSBOX.


Release Log

Release 3.3 – 2018-03-15

This release adds the following features:

Sosaria Mod – An optional modification of the game world so that it represents the Lands of Lord British from Ultima 1. This is to help give the first trilogy a more consistent world.  For more information see Sosaria Mod.

Start a New Game – Back when Ultima III was released, you would supply a blank player disk whenever you wanted to restart the game. This would clear the roster and reset all the monsters/ships the game world. While it’s now possible to manually clear the roster, there’s no real way to reset the game world. Previously, I had provided a u3reset tool for that purpose, but I’ve now rolled this functionality into the main menu.

Easier Upgrade Tool – The new u3up tool (or u3upw for Windows) makes it easy to upgrade from a clean install or a previous version.  If on Windows, just run u3upw directly from Windows Explorer.

And, of course, bugfixes!

Full Release Log…


  • Thanks to all the people who have submitted comments, suggestions, and bug reports thus far. Your comments are greatly appreciated, and have helped to make this a better upgrade to a great game!
  • Thanks twofold to Aradindae Dragon (Ryan Wiener) for a) supplying me with the Midpak drivers and b) helping me to get them working properly.
  • Thanks also to Wiltshire Dragon (Joshua Steele) for his beautiful VGA tileset from the Ultima IV Upgrade, without which I would have to go scouring the ‘net for graphic artists willing to do this.
  • Thanks to NewRisingSun for posting Composite CGA screenshots to MobyGames, inspiring me to return to the U3 Upgrade and write a Composite CGA simulator with v3.0.
  • Thanks to nakedbaby on GOG.com for asking about the status of v3.1, prompting me to focus on getting this release out finally.
  • Thanks to Feeding Dragon (Joe Bunt) for calling out the problem with sound effects on newer systems, thus paving the way for v3.2.
  • Thanks to the Ultima Dragons for just being the outspoken group that they are.
  • And thanks especially to Richard Garriot for creating Ultima III in CGA and forcing us to play it on RGB monitors, thus inspiring me to learn assembly. 😉


Downloads of all patches and music files are available on the Downloads page.

Please note that Ultima is a registered trademark of Electronic Arts (EA). This project is not affiliated with nor endorsed by EA. You must own a legal copy of Ultima III: Exodus in order to apply this patch.