Featured Characters:

• Nick Fury (First appearance) (Rejoins S.H.I.E.L.D. as Executive Director)

Supporting Characters:

• S.H.I.E.L.D. (First appearance)
  • Agent Clay Quartermain (First appearance; dies)
  • Agent Alexander Pierce (First appearance)
  • Contessa Valentina Allegra de Fontaine (First appearance)
  • Timothy Dugan (First appearance)
  • Agent Kate Neville (First appearance)
  • General Director Jack Pincer (First appearance)
  • Vice Director Gabe Jones (First appearance)
  • S.H.I.E.L.D. Agents (First appearance)
  • Nick Fury LMD (First appearance; destruction)

Antagonists:

• Hydra (First appearance)
  • Baron Wolfgang von Strucker (First appearance)
  • Viper (Andrea von Strucker) (First appearance) (Impersonates Inspector Gail Runciter)
  • Werner von Strucker (First appearance; dies)
  • Dr. Arnim Zola (First appearance; dies)
  • Hydra Agents (First appearance)
  • Hydra's Lieutenants (First appearance) (Appears on screen)
  • Jack Pincer LMD (First appearance; destruction)

Other Characters:

• Nazi Germany (Mentioned)
  • Adolf Hitler (Mentioned)
• Interpol (Mentioned)
  • Inspector Gail Runciter (First appearance)
• The President (First appearance) (Appears on screen)

Races and Species:

• Humans (First appearance)
• LMDs (First appearance)

Locations:

• Earth-5724 (First appearance)
  • Earth (First appearance)
    • Canada (First appearance)
      • Yukon (First appearance)
        • Nick Fury's secret base (First appearance)
    • Europe (First appearance)
      • Germany (First appearance)
        • Berlin (First appearance)
    • United States of America (First appearance)
      • New York (First appearance)
        • New York City (First appearance)
          • Manhattan (First appearance)
          • Upper New York Bay (Vision or hallucination)
            • Statue of Liberty (Vision or hallucination)
      • Washington, D.C. (First appearance) (Appears on screen)
        • White House (First appearance) (Appears on screen)

Items:

• Death's Head Virus (First appearance)

Vehicles:

• S.H.I.E.L.D. Helicarrier (First appearance)

• David Hasslehoff as Nick Fury
• Lisa Rinna as Contessa Valentina Allegra de Fontaine
• Sandra Hess as Andrea von Strucker / Viper
• Neil Roberts as Alexander Pierce
• Garry Chalk as Timothy Dugan
• Tracy Waterhouse as Kate Neville
• Tom McBeath as Jack Pincer
• Ron Canada as Gabe Jones
• Peter Haworth as Arnim Zola
• Scott Heindl as Werner von Strucker
• Adrian Hughes as Clay Quartermain
• Campbell Lane as Wolfgang von Strucker
• Terry David Mulligan as The President

• Despite not possessing any score at Rotten Tomatoes, the movie didn't pleased much the fans and critics.^[1]