Spider-Man and the X-Men: Arcade's Revenge is a straight-to-dvd movie loosley based on the 1992 video game.
After Stopping the Juggernaut, Spider-Man learns that Mesmero & Arcade has the X-Men under his control and are in Murderworld. Several of Spider-Man's rogues are helping them.
- Neil Patrick Harris - Spider-Man
- John DiMaggio - Wolverine, Juggernaut
- Dawnn Lewis - Storm
- Nolan North - Nightcralwer
- Leigh Allyn-Baker - Jean Grey
- James Arnold Taylor - Iceman, Longshot
- Robin Atkin Downes - Cyclops
- Kevin Michael Richardson - Beast
- James Sie - Sunfire
- Grey DeLisle - Psylocke
- J.B. Blanc - Gambit
- Kari Wahlgren - Emma Frost
- Kieren Van der Beek - Rogue
- Michael Horse - Thunderbird
- Keith Ferguson - Cable
- Khary Payton - Bishop
- Kim Mai Guest - Shadowcat
- Jim Ward - Colossus, Sentinels
- Quinton Flynn - Banshee, Arcade
- Elizabeth Daily - Dazzler
- Dave Wittenberg - Archangel
- Josh Keaton - Havok
- Danica McKellar - Jubilee
- Tara Strong - X-23
- Terri Hawkes - Polaris
- Lou Diamond Philips - Forge
- Richard McGonagle - Professor Charles Xavier
- Dwight Schultz - Mesmero
- Thomas F. Wilson - Electro
- Gregg Berger - Mysterio, Master Mold
- Scott Cleverdon - Carnage
- Daran Norris - Rhino, Shocker
- Keith Szarabajka - Sabretooth
- Collette Sunderman - Casting & Voice Director
- Gregor Narholz - Composer
- None of the voice actors from Wolverine & The X-Men, Marvel Anime: X-Men, Marvel vs. Capcom 3: Fate of two Worlds, Marvel: Super Hero Squad & X-Men Destiny reprise their roles except for Emma Frost, X-23, Psylocke, The Sentinels, & Rogue.
- Gregg Berger & Scott Cleverdon reprises their roles as Mysterio & Carnage from the 1990's Spider-Man Cartoon.
- Daran Norris reprises his role as Shocker from Spider-Man 2: Enter Electro.
- Thomas F. Wilson reprises his role as Electro from Spider-Man: Shattered Dimensions.
- Robin Atkin Downes, Leigh Allyn-Baker, James Sie, Danica McKellar, James Sie, James Arnold Taylor, Jim Ward, Kim Mai Guest, Quinton Flynn, Dave Wittenberg, Dawnn Lewis, John DiMaggio, Khary Payton & Lou Diamond Philips reprise their respective roles from the X-Men Legends video games.
- Terri Hawkes reprises her role as Polaris fromt the 1990s X-Men Animated Series for the first time in almost twenty years.
- Nolan North reprises Nightcralwer from the Black Panther animated series.
- Dwight Schultz reprises his role as Mesmero from Ultimate Spider-Man.
- Neil Patrick Harris Reprises his role as Spider-Man from Spider-Man: the New Animated Series & Shattered Dimensions.
- Steven Blum does not reprise his role of Wolverine, the role is now assumed by John DiMaggio. As he is more likened after Marcus Fenix from the Gears of Wars Franchise.
- Flynn also reprises his role as Arcade from Marvel: Ultimate Alliance.
- Wolverine refrences quotes from Bender of Futurama fame. In which that he tells Spider-Man to "Bite His Shiny Metal Claws".
- Armor is mentioned in the film, after she was sent to the MRD after Wolverine's failure as he stated at the start of the film.