A/N: Here we are! The third and final part of the battle between Spider-Boy, and his alternate versions of himself vs Mysterio. In the last update, Mysterio's armies have fallen and now the original Spider-Boy is facing Mysterio alone with a broken ankle, which is a point of vulnerability for him. This is where we left off. Enjoy!

(Normal POV)

Sherman was now lying down on the Pillar's surface, clutching his broken ankle and holding back tears of pain, the heavily damaged Mysterio stood over him crossing his arms.

"You never really stood a chance from the beginning" Mysterio boasted.

"What are you smiling about!? Your ships and armies have been destroyed! You've lost and you know it!" Sherman said trying to get back up, but his broken ankle made him fall to his knees and hands.

"I don't need an army or a whole armada of battleships to destroy you. I may have failed to lead this invasion, but I haven't failed to destroy you" said Mysterio chuckling.

"Oh yeah? Well you didn't count on something else" Sherman said with a smirk that showed he was holding back pain and he was holding a trick up his sleeve.

"Oh really? And what would that be?" asked Mysterio.

"That's he's not alone!" a female voice said. Mysterio turned around to see Spider-Girl, Iron-Spider, Scarlet-Spider, 2099 Spider-Boy, and Noir Spider-Boy.

(Start Playing 'Brand New Day' by Boiling Point as you read the fight sequence of this chapter)

"Didn't expect us to be done so soon, huh?" 2099 Spider-Boy said cracking his knuckles.

"You can take a rest now, Sherman. We'll take it from here" Scarlet-Spider said giving Sherman the 'Thumbs up' guesture.

"I don't care who you are! Or what you can do! I'll kill you all!" shouted Mysterio charging at them. Spider-Girl was the first to attack by jumping over Mysterio and using her webbing to hold Mysterio's feet to the Pillar's surface.

"Alright, You're up!" Spider-Girl said to Iron-Spider. Iron-Spider approached Mysterio as he struggled to break free, but it was too late. Iron-Spider raised his hands and let energy beams come out to attack Mysterio's. The beam's energy was so hot, hotter than the hottest plasma man could ever create that it melted Mysterio's abdominal armor like ice, and it exposed Mysterio's armor's inner workings.

"Guess I'm up now" Scarlet-Spider said as he cracked his knuckles and punched Mysterio's inner workings where his abdominal armor once covered him and ripped out a small glowing blue generator that changed color and crushed it.

"No! That's what gives me all my magics!" shouted Mysterio in such anger and rage that came from his feeling of defeat.

"Where's your confidence of destroying our world and friend now? Huh!?" shouted 2099 Spider-Boy as he began punching Mysterio's helmet and it created more cracks in Mysterio's helmet.

"No! My form can't leave this body! I'll die for sure!" shouted Mysterio as he now saw more severe cracks in his helmet and noticed the first one and how weaker it was than the others.

"Please! Stop!" the alien commander begged, but now Noir Spider-Boy approached and snarled at him.

"You tried to destroy our homes, our families, and our lives. Well, I got news for you pal, Spider-Boy doesn't give up so easily!" shouted Noir Spider-Boy before sending a powerful kick into Mysterio's chest that nearly freed him from the web restraints on his feet.

"I gotta help, I can't just sit here" Sherman thought to himself. Sherman then spotted two pipes that were pieces of the mother-ship that was destroyed and put his ankle back in place, using his webbing and the pipes to help keep it still. Sherman then stood up feeling a stinging pain in his ankle and crossed his arms.

"Ahem" Sherman said. Mysterio turned around to see Sherman standing on his feet again and looking as determined as ever.

"Guess who's back" Sherman said walking towards Mysterio.

"Wait! My master has some insurance up his sleeve. Something he has in mind to destroy everything you've fought so hard to keep safe" Mysterio threatened.

"Oh yeah? Well guess what? I'll take it out just like always. You picked the wrong planet to mess with!" Sherman said as he now began throwing punches at Mysterio who now was all powerless and weak.

"Because, fighting aliens, destroying bad guys, all courtesy of your friendly neighborhood Spider-Boy" Sherman said as he now grabbed onto the collar of Mysterio's armor and held him up high in the air and the web restraints Spider-Girl put on his ankles snapped.

"Show him, what-for buddy" Scarlet-Spider said encouraging Sherman to end this fight for good. Sherman replied with a nod and a smile. Sherman then threw Mysterio off he edge of the Pillar and jumped down after him, despite his ankle.

"Incoming!" Sherman shouted now pouncing on Mysterio's front side of his armor while still in mid-air and they landed in the water where the Pillar stood in the middle of the park.

In the water, Sherman held his breath and punched Mysterio's helmet harder and harder and harder. One final punch, and the cracks finally broke into holes, causing water to get into Mysterio's helmet and damage his armor from the inside, causing Mysterio to die drowning and sink to the bottom. What Sherman didn't know was that his ankle got tangled up in seaweed and was holding him down. Sherman tried to reach the surface but the seaweed was too strong and Sherman felt himself losing consciousness as well.

Little did he know, Iron-Spider dived in after him and saw Sherman drowning. He freed Sherman of the seaweed and carried Sherman back up to the surface.

(You can stop playing the song now)

"I think he's still alive" Iron-Spider said as he laid Sherman down on the grass where the other Spider-Boys, Penny, and Elsa were gathered worried for him.

"He's not breathing" Scarlet-Spider said.

"Good thing I'm training to be a lifeguard" Penny said as she got down on her knees, and began pressing down on Sherman's chest. She even plugged his nose and breathed into his mouth. Sherman then woke up gasping and coughing up water.

"W-what happened!? Where's Mysterio?" asked Sherman in worry looking around him.

"Shh, shh, shh. It's alright. He's dead now" Penny said trying to soothe him.

"Drowned, he's sleeping with the fishes now" said 2099 Spider-Boy said patting on Sherman's shoulder.

"So, we did it? We won?" asked Sherman.

"Yeah, I guess we did" Elsa said hugging Sherman and ruffling his wet hair.

"Not yet. There's still one more thing to take care of" Noir Spider-Boy said pointing up to the Pillar.

"Oh yeah, the Infinity Stone" Sherman said looking up at the Pillar.

"So we remove that, we close the portals?" Penny asked.

"Yep, and we've got a plan on how to do such a thing" Sherman said holding up the Adamantium sphere that was given to him and showed it to Penny and Elsa.

A/N: The fight may be over, but the Pillar is yet to be destroyed. And don't worry, I'd never ever kill Sherman, he's the hero. Heroes never die, the world needs him, no matter what happens. Also, in the next chapter, there will be the shocking revelation to who Mysterio's master truly is, and shows a set-up for the new Spider-Boy where he teams up with, bum-bum-bum-bum, The Avengers!

That's right! After this story comes a team up with the Avengers! Please review, thanks!