Nightmare on Christmas is the 22nd episode of the third season of Ultimate Spider-Man .
- Shocker/Herman Schultz
- Goblin King/Norman Osborn (dream)
- Spider-Soldiers (dream)
- The Enforcers (dream)
- Aunt May
- Daily Bugle
- Avengers (mentioned)
- Drake Bell as Spider-Man
- Misty Lee as Aunt May and Squirrel Girl
- J. K. Simmons as J. Jonah Jameson
- Steven Weber as Goblin King
- Mark Hamill as Nightmare
- Troy Baker as Hawkeye and Shocker
- Logan Miller as Nova
- The part where Spider-Man encounters the Enforcers is a reference to the 10th issue of The Amazing Spider-Man comics which is also where The Enforcers first appeared in.
- The scene where Peter quits being Spider-Man is taken shot-for-shot from the comic "Spider-Man No More!"