This is the updated version of, and sequel to, the original Jim Henson's Muppet*Vision 3D which will be located in an unknown spot, but it will have more major Muppets from Sesame Street, The Muppet Show, Fraggle Rock, The Jim Henson Hour, Muppets Tonight, Bear in the Big Blue House, (and several ones recycled for the film from Jim Henson's Animal Show) Mickey Mouse and even celebrities. See The Transcript Muppet*Vision 3D: Adventure of Showtime/Transcript
- Waldo C. Graphic will turn into Mickey Mouse at the end.
Elmo tells the guests that Kermit is going to give a big surprise in the Muppet Theater. Sam Eagle, Mickey Mouse, Toodles and Pluto then tells the guests safety rules before they enter the main theater.
- Billy Barkhurst as Kermit the Frog and Ernie
- Matt Vogel as Big Bird (voice), Farley, Biff, Sherlock Hemlock, Herbert Birdsfoot, the Amazing Mumford, Floyd Pepper, Camilla, Rizzo, Robin the Frog, Crazy Harry, 80s Robot, Lew Zealand, Bean Bunny, Wembley, Count Von Count, Sweetums, Emmet Otter, Marjory the Trash Heap, Uncle Deadly, and Constantine
- Eric Jacobson as Bert, Grover, Guy Smiley, Marvin Suggs, George the Janitor, Dr. Nobel Price, Rufus, Harry the Duck and Yip Yip Martins, Miss Piggy, Fozzie Bear, Animal, Sam the Eagle,
- Peter Linz as Walter, Andy Pig, Beaker, Sprocket, Statler, Foo Foo, Link Hogthrob, The Newsman, Waldo C. Graphic, Droop, Pip, and Tutter
- Dave Goelz as Gonzo, Dr. Bunsen, Zoot, Beauregard, Waldorf, Uncle Traveling Matt, Boober Fraggle, Wendell Porcupine and Will Possum
- Jim Cummings as Oscar the Grouch
- Ryan Dillion as Elmo, Baby Natasha, and Pearl
- Stephanie D'Abruzzo as Prairie Dawn, Googel, Jane Kangaroo, Singing Socks and Max
- John Tartaglia as Gobo Fraggle and Phoebe
- Karen Prell as Red Fraggle and Deena
- Kathryn Mullen as Mokey Fraggle
- Bill Barretta as The Swedish Chef, Rowlf the Dog, Clifford, Dr. Teeth, Pepe the Prawn, Mahna Mahna, Bobo the Bear, Mel, Doglion, Behemoth, Croaker, Howard Tubman, and Big Mean Carl
- David Rudman as Scooter, Janice, Cookie Monster, Humphrey, Baby Bear, Two-Headed Monster (Right Head), Roy, and Max
- Martin P. Robinson as Mr. Snuffleupagus, Slimey the Worm, Pesties, and Telly Monster
- Jennifer Barnhart as Big Bird #1 (costume) Zoe, Betty Lou, and Gladys the Cow
- Carey Stinson as Big Bird #2 (costume)
- Carmen Osbahr as Rosita and Ursa
- Leslie Carrara-Rudolph as Abby Cadabby
- Joey Mazzarino as Two-Headed Monster (Lead Head), Frazzle, Ingrid, Narf, Goggles, and Murray Monster
- Noel MacNeal as Bear
- Vicki Eibner as Ojo
- Tyler Bunch as Thog, Herry Monster, Bruno the Trashman, Treelo, Pop and Gunge
- John Kennedy as Blotch
- Sally Kellerman as Miss Finch
- Bret Iwan as Mickey Mouse and Waldo C. Graphic's impression as Mickey Mouse
- Frank Welker as Pluto
- Rob Paulsen as Toodles
- Muppets (Preshow) (speaking): Monkeys (Wickershams), Emmet Otter, Roy, Max, Bean Bunny, Telly Monster, Elmo, Zoe, Grover, Big Bird, Telly, Snuffy, Sam the Eagle, Gonzo, Fozzie Bear, Chicken, The Three 4Ds, Chuck, Penguins, Gladys the Cow, Murray Monster, Bert, Ernie, Cookie Monster, Bear, Ojo, Treelo, Pip and Pop, Tutter, Biff and Sully, Gobo Fraggle, Red Fraggle, Mokey Fraggle, Uncle Deadly, Lew Zealand, Pesties, Rosita, Baby Natasha, The Newsman, Rizzo the Rat, Yip Yip Martins, Pluto, Wendell Porcupine, Croaker, Goggles, Blotch, Howard Tubman, Mickey Mouse,Toodles and Will Possum
- Background Muppets (Preshow) (non-speaking): Honkers, Homer Honker, Mr. Ding, Rats, Frogs, Beautiful Day Monster, Wayne and Wanda, Singing Food, Timmy Monster, Buster the Horse, AM Monsters, Mildred Hutetter, Brewster, Frackles, Cows, Turtles, Whozits, Snails and Birds
- Muppets (3D Movie) (speaking): Kermit the Frog, Miss Piggy, Gonzo, Fozzie Bear, Walter, Elmo, Mickey Mouse, Droop, Abby Cadabby, Murray Monster, Sam the Eagle, Waldo C. Graphic, Grover, Bean Bunny, Big Bird, Zoe, Prairie Dawn, Betty Lou, Hoots the Owl, Rowlf the Dog, Guy Smiley, Farley, Oscar the Grouch, Bobo the Bear, Pepe the Prawn, Lothar, Beauregard, Uncle Traveling Matt, the Fraggles (Gobbo, Mokey, Red, Wembley, and Boober), Sprocket, Bear, Ojo, Treelo, Pip and Pop, Tutter, Bruno the Trashman, Thog, 80s Robot, Slimey the Worm, Bert, Ernie, Cookie Monster, Telly Monster, Mr. Snuffleupagus, the Clubhouse Monsters (Narf, Googel, Phoebe, and Mel), Doglion, Sweetums, Two Headed Monster, Frazzle, George the Janitor, Link Hogthrob, Zoot, Marvin Suggs, Constantine, Marjory the Trash Heap, Crazy Harry, Singing Socks, Dr. Teeth, Animal, Gladys the Cow, Foo-Foo, Mahna Mahna, Ursa, Pearl, Deena, Herbert Birdsfoot, Dr. Noble Price, Croaker, Goggles, Blotch, Howard Tubman, Harry the Duck, Miss Finch, Doc Hogg, Toodles and Pluto
- Background Muppets (3D Movie) (non-speaking): Honkers, Mr. Ding, Toy Soldiers (From Babes in Toyland 1961 Film), Trees (From Babes in Toyland 1961), Penguins, Frackles, Bunnies, Owls, Whozits, Rufus, Miss Mousey, Nigel the Conductor and Barkley
- Muppets (Animatronics) (speaking): Statler and Waldorf, The Swedish Chef, Bean Bunny, Nicky Napoleon and His Emperor Penguins, Croaker, Goggles, Pluto and Blotch and Howard Tubman
- Muppets (Live/Walk Arounds) (speaking): Sweetums, Thog, Big Bird, Mr. Snuffleupagus, Bear, Ursa, Miss Finch, Mickey Mouse and Doglion
- This will be the third Disney film to have Non-Disney characters since this attraction will have Non-Disney Muppets (Sesame Street Only). The other ones were Who Framed Roger Rabbit and Wreck-It Ralph.
- Depsite Jim Henson refused to sell the Sesame Street Muppets (which are sold to Sesame Workshop/PBS/Sprout) to former Disney CEO Michael Eisner and Fraggle Rock is owned by Lionsgate, they will still appear in this attraction. But we wonder if Disney could acquire Sesame Workshop. Maybe Disney could license the rights to Sesame Street and Fraggle Rock in the parks but not in California, Florida, and Japan.
- Jennifer Barnhart and Stephanie D'Abruzzo will take over the roles of Zoe and Betty Lou and Prairie Dawn respectively since Fran Brill's retirement from Muppeteering.
- Jennifer Barnhart and Carey Stinson will share the role of Big Bird in this sequel. In this case, Stinson will perform him for quick entrances and exits in the film, though a performer will also perform him in the theater.