arXiv:2607.16826v3 Announce Type: replace Abstract: Generalised object counting aims to estimate the number of instances of an arbitrary object category from a single image, but many recent methods can struggle on structurally complex objects due to limited spatial modelling. We present \textit{UpCount}, a class-agnostic counter designed to better preserve spatial structure. UpCount strengthens the visual representation by extracting multi-layer features from a ViT-B/16 encoder and reassembling them into a refined multi-scale pyramid that is spatially refined using Dense Prediction Transformers and FeatUp, yielding features with improved structural and spatial sensitivity; a proposal--verification counting head then identifies repeated patterns and produces a density map for the final count. On FSC-147, UpCount achieves 12.39 MAE and 100.89 RMSE on the test set, and it transfers effectively to vehicle counting on CARPK (6.27 MAE, 8.79 RMSE). Code: https://github.com/r28112072-rgb/upcount