Spider-Man Unlimited

• Peter Parker / Spider-Man (voiced by Rino Romano) – A photographer for the Daily Bugle newspaper who was bitten by a radioactive spider and received spider-like abilities, becoming the superhero known as Spider-Man. The series begins with Spider-Man attempting to stop Venom and Carnage from escaping in a rocket piloted by John Jameson. Failing to stop them, Venom and Carnage took the ship Counter-Earth, with Jameson hostage. Peter borrowed nanotechnology from Reed Richards to design a new suit to counter the symbiotes' powers. He travels to Counter-Earth where he learns that Jameson has fallen in with a band of freedom fighters opposed to the High Evolutionary whose Beastials, hybrids of animal and humanoid attributes, are the dominant species whilst humans are the second-class minority.
• Dr. Naoko Yamada-Jones (voiced by Akiko Morison) – A doctor on Counter-Earth. After Peter rescues her son Shane from a Machine Man, she gave Peter an offer to live in her house rent-free for two weeks, which he accepts. She is married to Hector Jones, her long lost husband. She has a dislike for Spider-Man despite his heroics as she is unaware that Spider-Man is actually Peter Parker.
• Shane Yamada-Jones (voiced by Rhys Huber) – The 10-year-old only son of Dr. Naoko Yamada and Hector Jones. He looks up to Peter and hates when Peter and Naoko fight as it reminds him of his parents fighting and eventual split. He, like his mother, doesn't know of Peter's Spider-Man secret.
• John Jameson / Man-Wolf (voiced by John Payne II as John Jameson, Scott McNeil as Man-Wolf) – The leader of a team of rebels who fight against the High Evolutionary. He crashed on Counter-Earth due to interference from Venom and Carnage, who had stowed aboard his ship. He and Spider-Man joined the human rebels to fight the High Evolutionary and his Beastials and restore peace to Counter-Earth. Later on as seen in the episode "Ill Met by Moonlight," the High Evolutionary had experimented on Jameson and every time he gets angry he becomes the Man-Wolf, marking Man-Wolf's first animated appearance.
• Counter-Earth Rebellion - A group of humans that lead a rebellion against the High Evolutionary's forces.
  • Karen O'Malley (voiced by Kim Hawthorne) – The second-in-command of the Rebellion and John Jameson's love interest. In "Sins of the Father," it is revealed that she is the granddaughter of the High Evolutionary. He made some experiments on her when she was still in her mother's womb, thus giving her abnormal strength and agility. Karen share resemblance with Mary-Jane Watson in appearance.
  • Daniel Bromely (voiced by Christopher Gaze) - Another member of the Rebellion, he came to New York City with his family before the High Evolutionary takes over Counter-Earth and he is one of the few humans that lived a normal life before the Beastials was created. His family was taken to Castle Wundagore by the High Evolutionary and they were never seen again. Bromely was angered with the High Evolutionary that destroyed his life and family and decided to join the Human Rebels. He worked with John Jameson in the Human Rebels and met Spider-Man when he was sent to rescue him from the Knights of Wundagore that tried to reveal his true race.
  • Git Hoskins – Git is a member of the rebels who doesn't speak. Sir Ram made an experiment on Git when he was young, resulting in him having mummy-like bandages and giving him the powers to stretch and control his bandages. Due to his appearance, he didn't have any friends growing up. Because of this, he has a personal grudge against Sir Ram.
  • X-51 (voiced by Dale Wilson) – X-51 was an obsolete Machine Man who crashed and unexpectedly gained sentience. As the result, the android becomes benevolent and protects humans from the High Evolutionary. He saved Shane from a giant rhino. The High Evolutionary wanted to conduct experiments on X-51 to learn his developments. He was kidnapped by the High Evolutionary, but was saved by Spider-Man, Karen and John. Sir Ram later implanted a chip for a trap against the rebels but Spider-Man destroys it. After defeating Sir Ram, X-51 joins the rebels for both humanity and machines' freedom.

• High Evolutionary (voiced by Richard Newman) - The main villain of the series, the High Evolutionary, disgusted with the behavior of human on Earth, believed that a greater genetic diversity heightens survival traits. He left Earth to travel to Counter-Earth to begin anew, but found the same destructive tendencies that Human's had plagued his Earth. The High Evolutionary then proceeded to create a new society, with his human/animal creatures loyal only to him called Beastials (Half-humans, Half-animals). The High Evolutionary also created an elite squad of Beastials called the Knights of Wundagore, who also use the Machine Men as law enforcers to keep the humans in order. The New York City on Counter-Earth is divided vertically with humans living on the bottom and the Beastials living miles above the street, ruling with an iron fist. The High Evolutionary's plan was simple, to turn this planet into an earthly paradise, no matter what it takes, that is until Spider-Man and the Symbiotes led by Venom and Carnage arrived. In the second to last episode of the series, it was revealed to the High Evolutionary that he is the grandfather of Karen O'Malley and that he experimented on her when she was young. The High Evolutionary was injured during the series finale in a fight against Spider-Man, Green Goblin, and The Rebellion, led by Karen and John Jameson.
• Knights of Wundagore - A group of elite Beastials who serve the High Evolutionary.
  • Lord Tyger (voiced by David Sobolov) – Lord Tyger is a genetically-evolved tiger and one of the High Evolutionary's first New Men. He was later placed as the leader of the Knights of Wundagore.
  • Sir Ram (voiced by Ron Halder) - One of the High Evolutionary's Knights of Wundagore and a genetically-evolved bighorn sheep. He has done various experiments and was responsible for Git's current appearance as well as creating Firedrake.
  • Lady Ursula (voiced by Tasha Simms) - One of the High Evolutionary's Knights of Wundagore and a genetically-evolved bear.
  • Lady Vermin (voiced by Jennifer Hale) - One of the High Evolutionary's Knights of Wundagore and a genetically-evolved rat. When Spider-Man came to Counter-Earth, she was immediately attracted to him. She usually was trying to seduce Spider-Man. When Lady Vermin caught Spider-Man inside Wundagore Castle, he tricked her into thinking he wanted to see her, much to her happiness. Later, Spider-Man states that she was "Getting Ready" when he knocked her out.
• Machine Men (voiced by Dale Wilson) - The Machine Men are robots that serve as the law enforces of the High Evolutionary and often back up the Knights of Wundagore.
• Eddie Brock / Venom (voiced by Brian Drummond) - One of the series' main villains, by this time, the Venom Symbiote has merged completely with him and he attempts to conquer Counter-Earth alongside Carnage with an invasion of Symbiotes. Eddie himself is briefly separated from Venom in the episode "One is the Loneliest Number" when the Beastials wanted to experiment on it.
• Cletus Kasady / Carnage (voiced by Michael Donovan) - One of the series' main villains. The symbiote is in complete control of Kasady and works well with Venom. They traveled to Counter-Earth to join the Symnoptic, a similar hive mind of symbiotes.
• The Hunter (voiced by Paul Dobson) - The Counter-Earth version of Kraven the Hunter who is bald-headed with a ponytail and is always barefoot. He is one of a few humans that the High Evolutionary allows to live in the upper parts of the city. He works as a mercenary for both the rebels and the High Evolutionary. The Hunter is hired by the High Evolutionary to hunt and kill and/or capture Spider-Man. Upon breaking into his lair, Spider-Man discovered that the Hunter was using a toxic formula that when mixed with certain animal pheromones gives traits of that animal to the drinker, but also poisons bone marrow, damages the liver, and cuts your lifespan in half. The Hunter stated it's a necessary sacrifice for the power it brings. Spider-Man defeats him by trouncing him and turning his security system against him stating that he now knows the Hunter's secret. Spider-Man warns the Hunter that if he comes after the Rebels or him again, he will use this knowledge to beat him into the ground.
• Electro (voiced by Dale Wilson) - The Counter-Earth version of Electro, he's a Beastial electric eel that possesses electrical powers. In "Ill Met By Moonlight," Electro is a guard for the High Evolutionary's main base Wundagore Castle. During the fight, Spider-Man continues to make references about the original Electro.

• J. Jonah Jameson (voiced by Richard Newman) – The father of John Jameson who runs the Daily Bugle. He only appears in "World's Apart" Pt. 1 where he blames Spider-Man for what happened with his son's shuttle.
• Mary Jane Watson-Parker (voiced by Jennifer Hale) – At some point, Mary Jane Watson married Peter, and Peter revealed his secret identity as Spider-Man to her. They continued to be a happily married couple and Mary Jane was constantly worried about Peter's life as Spider-Man. When Peter chased Venom and Carnage to Counter-Earth, MJ remained behind on Earth and waited for him.
• Nick Fury (voiced by Mark Gibbon) – Only appears in "Worlds Apart" Pt. 1. When Spider-Man attempted to steal a shuttle to hitch a ride to Counter-Earth, Fury attempted to stop him before he realized that Spider-Man was right, and allowed him to carry on with his mission.
• Green Goblin/Hector Jones (voiced by Rino Romano) – He is the Counter-Earth Green Goblin. This version is actually a hero instead of a villain, mistaking Spider-Man for a villain during their first encounter. Instead of a glider, he wields a backpack that sprouts wings. The Goblin next appears when he finds out that both Spider-Man and Peter Parker are the same person. He also learns that Spider-Man is from the original Earth and his intentions on Counter-Earth are to rescue John Jameson. Since Jameson, who is working with the rebels against the High Evolutionary, does not agree to come and lets Spider-Man go off on his own, the Goblin decides to help by getting a ship the High Evolutionary has, which was originally Spider-Man's called Solaris II.
• Mr. Meugniot (voiced by Garry Chalk) – The editor of the Daily Byte. In one episode, Peter jokes by asking him if he can call him "J.J." Named after series producer Will Meugniot.
• Vulture (voiced by Scott McNeil)[7] – He is the Counter-Earth version of the Vulture. Like the Counter Earth Green Goblin, this version of the Vulture is a hero instead of a villain and also like the Counter-Earth Goblin where he first mistook Spider-Man for a villain. It is explained the Vulture was a human who got Bestial powers, hanging out with Beastials and disrespecting humans while he was also playing with his human servant's son. When he caused his human friend trouble, he hated the High Evolutionary for what he did and rebelled against him.

Alongside the animated series, Marvel Comics commissioned a comic to tie in with the series. It would be the second volume of Spider-Man Unlimited as a whole from the company, but the only one of the Unlimited volumes to be based on it. The first two issues were adapted from the first three episodes of the series, with the last three providing their own storyline. In the final issue, Spider-Man meets an escapee from Haven, a Bestial version of Wolverine. After fighting, the two team up and take down a Bestial Chameleon. It is hinted that Wolverine is really Naoko Jones' missing husband (although the cartoon hints that the Goblin is really Naoko's husband). The question was never resolved as poor sales ended the comic's run.

The series was somewhat referred to in the "Webspinners: Tales of Spider-Man" issues 13 and 14 from February and March 2000 where Peter Parker is teleported into another dimension ruled by Blastaar while chasing Carnage (who himself was running away from the NYC police) and finds himself in the costume Spider-Man wore in this TV Show, he joins forces with Dusk and remains in this suit until he defeats both villains and transported back to his homeworld with the knocked out Carnage.

A copy of the series' universe, labeled Earth-7831, is massacred by Morlun's brother Daemos during the events of Spider-Verse.[21]

The Spider-Man Unlimited suit appears as an unlockable costume for Spider-Man in the video game Spider-Man and in its sequel, Spider-Man 2: Enter Electro.