In 1999 Russia decided to upgrade their aging Su-25 aircraft with actual work beginning in 2001. The first of the upgraded aircraft designated Su-25SM (Stroyevoy Modernizirovannyi) Grach (Rook) flew on March 3, 2002 with the first six modernized aircraft entering service with the Russian Air Force in December 2006. The idea behind the modernization was to expand the life of the Su-25, make it All-Weather capable, more lethal and reduce operating and maintenance cost. Increased ordnance loads and a wider selection were also added.

The 299th Tactical Aviation Regiment (299 BrTA) is based at Mykolaiv/Kulbakino AB. In March 2010 the unit received its first modernized Su-25s, two single-seat Su-25M1s and one Su-25UBM1. The upgrade consists of new GPS, radios, modern calculator sight and pixelated paint scheme. All Su-25s returning to service after March 2013 will have the new pixelated scheme so aircraft numbers blue 07, 08, 38 and 40 returned that year. On August 29, 2014 Su-25M1 Blue 08 c/n 25508110284 was shot down near Starobeshevo by a Russian missile, the pilot ejected safely.