After following John Jameson to Counter Earth, an alternate version of his own planet, Spider-Man is forced to face all new evil in an all-new costume! Familiar foes Venom and Carnage return as Spider-Man battles The Beastials, a hybrid of men and animals lead by the ruthless High Evolutionary.

Beginning in the Fall 1999 with first three episodes airing, Spider-Man Unlimited was a critical and commercial flop, crushed by Pokemon. With the remaining episodes airing in 2000, Spider-Man Unlimited never received its full order of 26 episodes due to Marvel's bankruptcy, instead ending with a cliffhanger on episode 13.