While covering the launch of John Jameson's one-man mission to Counter-Earth (another Earth located on the far side of the Sun), Spider-Man attempts to stop his two symbiote adversaries Venom and Carnage from boarding the shuttlecraft. Several scripts were written for Season 2, including the conclusion of the cliffhanger, but were never produced. Unlike the previous series which used digital ink and paint, the animation on the series was made using traditional cels. Also this show was made after Marvel decided not to move ahead with a show focusing on Spider-Man 2099 following consideration due to the DC Comics show set in the DC Animated Universe, Batman Beyond premiering earlier that year which covered the futuristic setting. However, Marvel Comics did not like the idea and stated that they would not do a story with two Peter Parkers. Also, in the original idea, Spider-Man was stranded in a Counter-Earth in which Ben Parker did not die and thus Peter Parker lacked the moral fortitude to resist becoming Venom. Initially, the goal was to do a low-budget adaptation of the first 26 issues of The Amazing Spider-Man comic book, but Sony and Marvel had already engaged in a deal to produce the Spider-Man movie, and so Saban was cut from any source and could not use the traditional Spider-Man suit or adapt the early comics. The specific incarnation of Spider-Man who serves as the focus of Spider-Man Unlimited made a return in the 2023 feature film Spider-Man: Across the Spider-Verse, depicted as a member of Miguel O'Hara's Spider-Society.

Fox Kids later resumed airing the show from 1999 to 2001, airing 13 episodes, the last ending on a cliffhanger. Unlimited premiered in 1999, and though it had fair ratings, it was overshadowed by Pokémon and the newly debuted Digimon, and canceled after airing only a few episodes. Spider-Man Unlimited is an animated television series produced by Saban Entertainment which features the Marvel comic book superhero Spider-Man, intended as a loose sequel series to the previous Spider-Man: The Animated Series, which ran from 1994 to 1998.

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