Guilty Gear X2 #Reload (released as Guilty Gear XX: The Midnight Carnival #Reload in Japan) (ギルティギア イグゼクス シャープリロード, Giruti Gia Iguzekusu Shāpu Rirōdo; pronounced "Sharp Reload") is the first updated version of Guilty Gear X2. Adjustments on balance high-level play were made and Robo-Ky was made playable from the beginning. The number of challenges in Mission Mode was increased to 100, Survival Mode has 1000 levels in #Reload, and the player can damage the enemy normally or perform combos to gain next level quicker. #Reload also featured a comprehensive training mode sans combo demos or tutorials, creating a Watch option where one can allow the CPU to take over and fight the CPU. It also first featured the COUNTER option to allow practicing attacks on the opponent as counterhits, which usually mean greater damage and different properties.

#Reload first released on March 26, 2003 in the Japanese arcades, and on July 31, 2003, for PlayStation 2 (PS2). Later, it was ported to Xbox, Windows, and PlayStation Portable (PSP), being released on April 29, 2004 by Microsoft, on July 23, 2004 by Media Kite, and September 29, 2005 by Sega, respectively. It was also released in the Xbox Live service "Xbox Originals" on June 16, 2008. Majesco Sales acquired its rights in later April 2004, and published the Xbox's version in North America on September 14, 2004. The rights to its European release were acquired by Zoo Digital Publishing (now Zushi Games), which released it for PS2 and Xbox on November 26, 2004 and for Windows on April 7, 2006. On September 5, 2014, it was released on the Steam digital distribution platform for Windows PCs. The South Korean release was the most singular, because it included a new soundtrack composed by Korean musician Shin Hae Chul, and featured all synth. However, the rock and metal theme of the series' music remains in this soundtrack, as well. It also added Korean voices, marking the 2nd game in the franchise to have a Korean dub, alongside Guilty Gear X Plus.