Max - This rambunctious teenager is very good at getting out of (and into) trouble. One day he recieved a mysterious package. The package contained a videotape and a red baseball cap with a large, yellow M on it. The cap was actually an ancient key to various portals found throughout time and space, and (as he soon found out) Max had been chosen as its bearer and protector. Upon donning the cap, Max became the Capbearer - the Mighty One. He soon met his Lemurian mentor, a 4-foot tall creature resembling a chicken. He also met Norman, the Guardian, a ten-thousand year old Norse warrior who would serve as his bodyguard. Lastly, Max met his arch-enemy SkullMaster, the evil warlord who had killed the entire Lemurian race in search of the key. Now Max must protect the key and portals from SkullMaster, as well as maintain balance in the world. This often means foiling alien plots, defeating evil in all forms, and generally having fun doing it.

Virgil - Virgil is the last living Lemurian. The Lemurians either created or discovered the portals, and later created the key in order to access them. Having a bird-like appearance, the Lemurians valued knowledge above all else, and compiled the most extensive library the world has ever known. They were destroyed by SkullMaster in his quest for the key. Virgil is over ten thousand years old, and is very knowledgeable about both the past and future. However, the majority of his trust rests on his ancient texts, and he seems to lack compulsion. He is always serious, and is quite often frustrated by Max's carefree ways. It should be noted that Virgil was SkullMaster's Lemurian teacher, and he is often reminded of this fact.

Norman - In the time of the early Vikings, a young Norman watched his father die at the hands of Spike, an immortal ice giant. Because of his size, Norman couldn't help when he had the chance (he was unable to lift his father's war-axe), and thus blamed himself for the tragedy. At his father's grave, he vowed to become the greatest warrior that ever lived. After a lifetime of battle, Norman was approached by Virgil to become the Guardian. He earned his immortality by defeating the Conqueror - an undefeated champion - and swore to defend the Mighty One with his life if necessary. As the Mighty One's bodyguard, Norman is usually serious but seems to enjoy Max's carefree ways. His numerous aliases over the years have included Thor, Hercules, Samson, and Little John.

Max's Mom - Max's mom is an archaeologist who works for the local museum. She often travels all over the world, and usually leaves Max to his own devices. She tries to be a good mom, though, and tends to worry about her son since finding out that Max is the Mighty One. More than once, though, Max has had to rescue her, as her love for archaeology sometimes overrides her better judgement. Despite her initial shock at seeing a talking chicken, she and Virgil often have historical discussions, and she's one of the few people who can out-talk the Lemurian.

Bea - One of Max's two best friends, Bea is an intelligent young girl who has assisted Max (and saved him) on more than one occasion. Level-headed and cool under pressure, Bea often balances Max's exuberance and compulsiveness with a more intellectual approach to problems. She has also expressed more than a passing romantic interest in the Mighty One, which has yet to be reciprocated.

Felix - Max's other best friend, Felix usually cares more about eating and having fun than saving the world. He takes Max's role as the Mighty One in stride, never letting it overshadow the fact that Max was his friend before he was the Capbearer. Felix has assisted Max on numerous occasions, but usually gets left behind when the adventure starts. He's always been dependable, though, and Max knows he can rely on Felix for help whenever he needs it.

Thor - Max's pet iguana and loyal companion, Thor has helped out Max on a couple of occasions. During Max's first encounter with Dr. Zygote, Thor was "de-evolved" into a dinosaur, and ended up rescuing Max from Zygote's tyrannosaurus-rex-like "Mutosaurus". After the good doctor's exit, Max evolved Thor back into his usual, pocket-sized self.