Rocky III is a 1982 American sports drama film directed by and starring Sylvester Stallone. It is the third installment in the Rocky film series. It stars Sylvester Stallone, Talia Shire, Burt Young, Burgess Meredith and Carl Weathers and introducing Mr. T and also featuring Hulk Hogan.
The film's main theme "Eye of the Tiger", was written by the group Survivor and became a smash hit single, topping the U.S. Billboard charts and received an Academy Award nomination for Best Original Song.
Having become the world heavyweight champion, former working-class boxer Rocky Balboa (Sylvester Stallone) is rich and famous beyond his wildest dreams, which has made him lazy and overconfident. Rocky is publicly challenged by James "Clubber" Lang (Mr. T), a ferocious new boxer rapidly climbing the ranks. Lang accuses Rocky of selective matchmaking by intentionally accepting challenges from lesser opponents.
Rocky's trainer Mickey (Burgess Meredith) initially wants no part of it and refuses to train him for the title defense. After Rocky confronts him demanding to know why, he forces Mickey to confess about the reality of his title run. He tells Rocky that he will be beaten badly by Lang who is younger, stronger and hungrier. Rocky can't accept retirement after Mickey's confession refusing to leave the sport knowing he was carried during his title run. He promises to live in the gym, and knowing he can't let Rocky take on Lang without him and Mickey agrees to train him.
Lang and Rocky meet at Philadelphia's Spectrum. During a melee before the fight, Mickey is shoved out of the way by Lang and suffers a heart attack. A now distraught Rocky wants to call the fight off, but Mickey angrily urges him on while he stays in the dressing room with Adrian (Talia Shire). By the time of the fight, Rocky is both enraged and severely distracted by his mentor's condition. Against Mickey's previous advice Rocky starts incredibly fast, he aggressively engages Lang going for an early knockout, but what is perceived as an incredible start by the commentators has no effect on the stronger and better prepared Lang. Agreeing to Rocky's approach to the fight, Lang begins to trade, Lang's superior conditioning and power is obvious and he leaves Rocky staggering at the end of the round. Rocky is disoriented, scared and bloodied in the corner as he hopelessly calls out for his dying mentor. Rocky is knocked out brutally early into the second round and Lang wins the title.
Beaten, Rocky makes his way back to the dressing room and to the dying Mickey. Kneeling at his side, Rocky speaks to his friend, telling him that the fight ended in the second round by a knockout, which Mickey misinterprets as a win for Rocky, shortly before dying.
Stopping by Mickey's closed gym, Rocky is confronted by his former nemesis Apollo Creed (Carl Weathers), who had witnessed the fight as a guest analyst. Apollo believes that Rocky didn't have that fire or the "eye of the tiger" in his eyes when they fought each other, and offers to help train him for a rematch with Lang in exchange for "a big favor." Rocky, Apollo, Adrian and Paulie go to Los Angeles, Apollo's hometown, to train at a gym Apollo once trained at. At the beginning of training, Rocky is too demoralized to put forth his best efforts which frustrates Apollo, but pulls himself together after Adrian helps him come to terms with Mickey's death. Rocky's new determination helps him finish his training and is ready to fight Lang.
The rematch is held at Madison Square Garden in New York City. At the start of the fight, Rocky sprints from his corner, fighting with a level of skill and spirit that no one, including Lang, expected. As a result, Rocky completely dominates the first round, demonstrating his new-found speed. After the bell, Lang is in a fit of rage over what has just happened and has to be restrained by his trainers. In the second round, Rocky starts as he did in the first, however, once Lang found his opening, he gained the upper hand; from here he dominated Rocky, knocking him down twice, with Rocky seemingly defeated after the second knock down. After getting up, Rocky now adopts an entirely different strategy that bewilders Apollo (and Lang) by intentionally taking a beating from Lang whilst taunting him for being unable to knock him out, even teasing him that his punches do not hurt and the round ends with a verbal altercation between Lang and Rocky.
In the third round, Lang (who is used to winning fights swiftly with knockouts in the early rounds, becomes increasingly angry and quickly exhausts his energy trying to finish Rocky off with repeated knockout blows, most of which miss the newly-agile Rocky entirely. Rocky taunts the champion in order to psych him out and the aggressive Lang is infuriated. He attacks even harder walking right into Rocky's trap. The tide turns and Rocky is able to overpower the winded and outboxed Lang, landing blow after blow and dodging attempted punches before knocking him out and re-gaining the heavyweight championship of the world.
Afterwards, Rocky fulfills Apollo's vague "big favor": a private rematch with him. The film concludes with both of the fighters throwing their first punch simultaneously, but this time, they fight in the spirit of friendly competition rather than as fierce rivals. It is left up to the imagination of the audience who wins.
Rocky III received a mixed to positive reception from critics and fans alike. The film holds a 60% "Fresh" rating on the review aggregate website Rotten Tomatoes. The film was nominated for a Razzie Awards for Worst New Star for Mr. T.