Joseph Gordon-Levitt, Stephen Merchant and Jimmy Fallon faced off in on Tuesday's "Late Night" in what Fallon called a "lip-sync battle for the ages."
The trio went head to head to see who could do the best versions of hit songs. The performances were split into two rounds with each song only being disclosed by the performer right before his turn to take the stage.
Gordon-Levitt, who was Fallon's guest for the episode, went last in both rounds. He did an emotional rendition of Elton John's "Tiny Dancer" and showed off his rap skills with Nicki Minaj's "Super Bass."
Other performances included a Stephen Merchant rendition of Beyonce's "Single Ladies" and Fallon taking on "Take On Me."
"Late Night" first featured a lip-sync off in May where Fallon battled against John Krasinski from "The Office."
Watch the battle here: