We describe a method to measure micron to millimeter displacement through tissue using an upconversion spectral ruler. Measuring stiffness (displacement under load) in muscles, bones, ligaments, and tendons is important for studying and monitoring healing of injuries. Optical displacement measurements are useful because they are sensitive and noninvasive. Optical measurements through tissue must use spectral rather than imaging approaches because optical scattering in the tissue blurs the image with a point spread function typically around the depth of the tissue. Additionally, the optical measurement should have low background and minimal intensity dependence. Previously, we demonstrated a spectral encoder using either X-ray luminescence or fluorescence, but the X-ray luminescence required an expensive X-ray source and used ionizing radiation, while the fluorescence sensor suffered from interference from autofluorescence. Here, we used upconversion, which can be provided with a simple fiber-coupled spectrometer with essentially autofluorescence-free signals. The upconversion phosphors provide a low background signal, and the use of closely spaced spectral peaks minimizes spectral distortion from the tissue. The small displacement noise level (precision) through tissue was 2 µm when using a microscope-coupled spectrometer to collect light. We also showed proof of principle for measuring strain on a tendon mimic. The approach provides a simple method to study biomechanics using implantable sensors.