1 Game Board

1 Rat Market Board

2 Villain boards (double-sided)

1 Villain Health Dial plate

2 Villain Health Dials

2 Plastic dial connectors

4 Player boards

2 Villain dice

4 Villain figures

4 Hero figures

1 Knuckles figure

9 Plastic stands

8 Spider Nest tokens

1 First Player marker

1 Shiny Shield token

1 Wood Katana of the Dead token

1 Minion bag

69 Minion tokens (60 Minions and 9 Effects)

40 card sleeves

40 Character starting cards (10 for each character)

4 Order of Play cards

16 Villain cards

24 Colored cubes

24 Indicator tokens (6 of each color)

54 Transparent Upgrade cards (28 Attack and 26 Special)