Peter looks up to the woman that he instantly recognized as the person from Coulson's stories on his first encounter with a enhanced person known as Carol Danvers.

He was told she's one of the most powerful forces in the universe. And if the fact that she plowed through Thanos' ship like it was nothing was any indication, that was true.

"Hi. I'm...I'm Peter Parker." Peter greets her, not knowing what else to say to her.

Carol smiles at his nervousness, but is amazed by the kids bravery. "Hey, Peter Parker. You got something for me?"

Peter limps up as it seems he broke something and the adrenaline seems to have worn off. He looks and sees the army is running towards them all ready to die for Thanos.

"Good luck getting it through all of that." Peter says, knowing she probably won't need it.

Suddenly, all the female Avengers and heroes come flying in to help, but he still doesn't see Natasha anywhere.

"Don't worry, Agent S." Daisy tells him.

"She's got backup." Wanda says as she, Ava, Kamala, Laura, Pepper, Madame Web, Shuri, Hope and every female hero all come together and rush in at the army.

Laura kills Cull with one stab to the chest as he comes attack her.

Valkyrie flies and kills one of the leviathans as Carol starts to fly towards the tunnel through the flames and Thanos tries to stop her.

Daisy, Pepper, Shuri and Hope all come through the smoke to catch the menace off guard and blast him with all their powers.

Carol flies right past Thanos and seeing only one move left, he throws his sword at the tunnel, causing it to explode and sending everyone flying.

Thanos sees the gauntlet on its own as Tony rushes at it as well and pushes him away. Thanos punch's the Iron Man and runs at the gauntlet when Thor flies in and holds him back and tries going for the head this time with all his power.

Steve comes in and grabs his back to help hold him and push stormbreaker at his head.

Thanos headbutts Thor and spins Steve on his back before punching him in the face and goes for the gauntlet again. Before he could place it on, Carol flies in and stops him and punches his face before Thanos grabs her by the hand and throws her into the rubble and he goes for the gauntlet when a web stops him.

Ava comes flying in and claws the Titan in the face when Peter pulls him away and the two teen heroes start fighting him off.

Thanos continues to go for the gauntlet when Ava kicks it away and punches Thanos, loving the feeling of every punch. Thanos grabs her and raises Ava into the air and starts chocking her when Peter comes in and punches Thanos at the back of his head.

Ava takes a minute to catch her breath as she watches helplessly as Peter fights off the mad Titan.

Peter dodges several punches before webbing Thanos' face and pulls himself in between Thanos' legs before yanking on the web and Thanos falls onto his face. Thanos grabs the web from his face and pulls Peter to him.

"Insect." Thanos comments, giving Peter déjà vu before he slams Peter into the rubble.

Thanos then grabs the gauntlet and places it on, getting ready to snap when Carol comes flying back in and holds his hand open and uses all her power to stop him. Thanos tries to head butt her, but it doesn't phase her as she gets the upper hand and forces Thanos to his knees.

Thanos looks to the gauntlet and sees the power stone and as an idea forms and he takes it before punching her, sending her flying.

Tony starts getting up when he looks to face Madame Web who's not doing anything to prevent this from happening and just raises her hand with her finger raised saying one message.

One.

Tony looks to Thanos and starts to get the idea on what he has to do. In order to save the universe.

In order to save everyone.

Thanos places the stone back and starts getting ready to snap again when tony interrupts and tries to pry the gauntlet from him, but Thanos kicks him away and smiles.

"I am...inevitable." Thanos says and snaps and...nothing.

Thanos looks at the gauntlet and sees the stones are missing.

He turns to Tony who raises his hand and reveals that he has the stones.

"And I...am...Iron Man." Tony states before...

SNAP.

Rocket is shooting an leviathan as it turns to ash before it could hit him.

Everyone watches as all of Thanos' army is turning to ash.

Daisy watches as Thanos' ship starts turning to ash and every trace of Thanos is being erased.

As Thanos himself looks around surprised and in shock and starts turning into ashes himself as he sees he failed in his mission. The universe wasn't on his side.

Tony can barely stand and falls on one leg and starts laying against a part of the compound.

Rhodey was the first one to find him and sees his condition and he doesn't have a lot of time left.

Peter gets up and sees Tony saved them and rushes to him.

"Mr. Stark?" Peter asks and runs up to him. "Tony. Can you hear me? It's Peter. We won, mr. Stark. We did it. You did it. I'm sorry." He says as he breaks down and Ava comforts her brother as Pepper approaches Tony and places her hand on his chest.

"Hey." Pepper greets him, casually.

"Hey, Pep." Tony says as he lay his hand over Pepper's.

"Friday?" Pepper spoke, desperately.

"Life signs critical."

Friday tells Pepper and she knows he did what he needed to do, but now saving the universe costed him his life.

"Tony. Look at me." Pepper asks and he does so. "We're gonna be okay. You can rest now." She promises as Tony closes his eyes and they watch as the light in his suit goes out as Tony Stark dies.

All the heroes, agents, guardians all see their fallen friend as Pepper cries on his shoulder and Clint suddenly kneels to respect the man he fought beside, knowing he'd loose it all.

T'Challa sees him and kneels as well.

Carol, Daisy, Mack, Yo-Yo, Tony, the young Avengers and everybody else starts kneeling down to respect the Avenger who started all of this, saved them all, and sacrificed everything he had for them.

As they did that, Gamora took this as her chance to leave.