Original subtitles

Ladies and gentlemen!

We're in Moscow, in the Soviet Union.

This promises to be the most-watched event in boxing history.

I must break you.

Throw your right!

He will not let him out of that corner.

Rocky!

Rocky Balboa is in serious trouble.

He's getting killed!

Drago continuing to punish Rocky Balboa.

No pain! No pain.

Rocky's been hit with bombs. Rocky's hurt!

The right hand from Drago sends Rocky Balboa 15 feet across the ring.

The champ is down.

Rocky, Get up!

It's been a one-sided fight so far.

Drago throws a hard right hand and stuns Rocky Balboa!

They might have to stop this one before somebody gets killed.

Rocky taking punishment! He's completely exhausted.

Balboa goes down again from a right hand!

Lethal punch after punch. Amazing willpower!

Rocky Balboa has taken all of Drago's best punches.

He's cut and bleeding.

What's happening out there?

I see three of him out there. Hit the one in the middle.

Right! Hit the one in the middle!

The Russian's cut! Kill him!

To the ground like a wrestler! It's a gutter war.

No holds barred in Moscow!

All your strength, power. Everything you've got.

This is your whole life!

A good right hand by Rocky Balboa!

Rocky Balboa has done the impossible!

Rocky! Rocky!

I never saw nothing like it.

You came through like the champ you are. Did yourself and everybody proud.

Especially Apollo!

Yo, Tony. What is it, baby? What do you need?

Get Adrian.

How's everybody doing out there?

Oh. Everything's okay.

What's wrong?

What's wrong?

Remember when Mick said when he was fighting...

sometimes he'd fight so hard...

that he was thinking he broke something inside...

and he was gonna die?

That's what he said when the angels was pulling on him.

Rocky, you're scaring me.

What's wrong?

Adrian, I can't.

Can't what?

I...I can't stop my hands from shaking.

I never felt this thing. We've gotta see a doctor.

No. No, I just wanna go home. Home?

Yeah. Not see a doctor?

I'm just tired. I just wanna go home, Mick.

I'm just tired.

I just wanna go home, okay?

Adrian, where's the kid? I don't know.

I don't see the kid. Where's the kid? Aingt he here?

Dad! Dad!

There he is! Hey, Slugger! How you doing?

Say hi to your mom.

I'm forgotten now? Hi, Uncle Paulie.

Dad, how you feeling? I got a few dents. How's school?

I made the honor roll. Beautiful!

I'm Sheila Downs, Airport Security. Welcome. There's a press reception.

Rocky, how did you feel about the Russian people in general?

Very good. They was great people.

I didn't understand what they was speaking...

but I understood what they was meaning.

Mrs. Balboa, did you learn any Russian? Did I learn Russian?

She got fluent in vodka.

There are rumors of physical complications after the fight.

Complications? No!

Those were rumors. He's in perfect physical condition.

Rocky, the American Medical Association recommended boxing be banned.

Do you agree with the doctors? Yeah.

Absolutely. I think that doctors should never fight.

That was a beautiful answer, champ! That's right.

Doctors should stay out of the ring forever, and never fight.

Rocky Balboa, the funkiest champion ever.

American's own Rocky Balboa. How are you?

George Washington Duke here. Promoter extraordinaire...

welcoming back Rocky Balboa, champion of all the Americans and Russians!

I would like to digress and pose an interesting proposition to the media.

Everyone in this city...

and in sports knows my reputation for promoting...

some of the finest extravaganzas in this country.

So, with the press present, I'd like to ask you, Rocky Balboa...

to be the flamboyant, rambunctious sportsman we know you can be...

and give this man here, Union Cane, a chance to challenge you...

for the Heavyweight Championship of the World.

Balboa, I want the opportunity to take what you got.

Isn't this bad timing to present a challenger? He just got off the plane!

Timing is the essence of life, gentlemen and ladies.

What I have on this paper is the largest guarantee...

ever offered to a champion on this planet!

I'm talking about a fantastic international extravaganza to be held...

in Japan called "Letting It Go in Tokyo."

People, aingt it incredible that only in America...

could people like us rise from oppression, from poverty...

to join hands in this international event?

Excuse me. Only in America!

My husband is retired. He has nothing more to prove.

Wait a minute! Rocky, don't you consider this a public responsibility...

to respond now rather than later?

Respond to the people.

Isn't this a question of professionalism to talk about it now, not later?

You mind if I heal first?

The whipping you got aingt nothing like what I got here for you.

What in the hell does this all mean? That isn't enough. We gotta hear now.

I got to think about that.

Anyway, the flight over was really nice.

Guys, we need more.

Adrian, if you weren't with me, I never would have done as good.

You're my Adrian. You're always there. And my kid.

Having you is like being born all over again.

Come on, what do you say? Are you gonna retire or not?

Excuse me. I'd like to go home.

Give us something to write! Thank you, I appreciate it.

No!

Don't worry. You'll get him. You'll get him.

No, really, it's...

Ah, yo! Look at this place!

I swear I aingt never leaving this place again, you know that?

Hey, would you like to dance?

How about a homecoming dance? Don't be silly, it's cold.

I'll warm you up, young lady.

Hurry up. The music's almost over.

You're like the song... You should rest.

I know. I'm tired. Come on.

Maybe I'll take you upstairs and violate you like a parking meter.

Cost you a quarter. Where'd you learn to talk dirty?

Uncle Paulie?

Did you notice something strange about Dad?

He just took a few hard shots.

I think you tell better jokes than me.

Did I hear somebody call for their old man? Did you do this?

It's sleep time, okay?

Dad, did you know that your bones grow three times as fast during the night?

I didn't know that, but I heard something like that once. Is that me?

Yeah, that's you. Excellent!

No, is that me? When we was fishing, right?

That's beautiful! Look at the tent.

You know, the fish was a lot bigger, if I recall.

Actually, that was a lot smaller.

Anyway, come on. Hit the bed.

It's time for you to get healthy and everything.

This is great how you do this. I don't know where you learn this.

It is something how this thing comes out of your fingers.

Oh, my God!

Who's this?

That's Madame Dupont, my French teacher.

Really?

Yeah, she looks French. Sure.

I wouldn't show this to your mother 'cause she don't understand French.

My God.

Better cover that one up. Champ, it's bedtime.

Hey, you know what? I know some French talk.

Knock, knock.

Who's there? Madame.

Madame who? My damn foot's caught in the door.

That's an old joke! What do you want from me? I'm trying.

I don't know all the good things.

Whoa! What's this?

What?

Look what I found in your ear. Russian money.

Money ears!

All right, listen, kid, you gotta get some sleep.

Dad? Yeah?

Today when you said having me was like being born again?

Yeah? What did you mean?

Well, you know, when you come up like I did and you got...

three square meals of zero a day, know what I mean?

You got the "A" side of life and the "B" side of life.

I'm like on the "B" side. But you got all the breaks.

So when I see you having all these things that I didn't have...

I live through your eyes.

I enjoy it a little bit. It's like having it all over again.

That's nice.

Oh, hey, look at my face. Do I look like a raccoon?

A little bit.

Like Rocky Raccoon?

A little bit.

You do a little. Really?

If you think I look bad, you oughta see the other guy's knuckles.

Anyway, yo, good night. Okay, kid?

Glad you're home.

Thanks. I appreciate it.

We'll play tomorrow, okay?

Maybe you could show me your English teacher.

She's pretty hot, too.

Good night, kid.

It wasn't your money. It was Rocky's. You wanna be hysterical?

You cost us everything. It was a mistake.

You think I thought this would happen? Don't walk away from me!

You just gave up our life!

And you think it's like some stupid thing?

Paulie, do you know what you did? Do you know the seriousness of it?

I understand it! Then answer me!

I understand the whole frigging thing! I understand it!

Your accountant's a crook, not me! I did what I thought was right.

Don't blame me! I wanna murder the bum worse than anybody!

What's wrong?

Look what you've done now. She's dumping everything on me.

Paulie, don't turn this around on me. What'd you do?

He gave power of attorney to our accountant.

"Gave"? I just didn't "gave" anything to nobody. He sent the letter!

He says we're gonna be in Russia for a couple of months...

and, "I need Rocky to sign a tax extension."

Tax extension! That was a power of attorney, Paulie!

He's the thief! I need alcohol.

Rocky, on my eyes, I never stole a frigging dime.

Adrian, what's happening here?

It's gone. What's gone?

The money.

Everything. It's all gone.

The piece of paper Paulie had you sign wasn't a request for a tax extension.

It was a blanket power of attorney, in favor of the accountant...

who was involved in high-priced commercial real estate.

He thought he could flip it, take his profit...

and have the money back before you knew it was gone.

And unfortunately for you and everybody in this room...

his deals fell through because the market dried up, and you lost millions.

So, what are you saying? There aingt nothing I can do?

I'm doing plenty. I've filed eight criminal acts against him.

But you've got tremendous debt payment on this property.

He didn't pay your tax returns, and the house mortgage hasn't been paid.

Wait. We didn't have a mortgage. Our house was fully paid for.

Then ask him.

Apparently not. There's nearly $400, 000 still outstanding.

The only thing that's not encumbered is a gym...

that was willed to your son by a Mickey Goldmill in 1982.

You could sell some things. Remember those commercials you did?

I aingt no commercial kind of guy. I'm a fighter. It's what I do.

It's just as well. We couldn't get any sponsors.

With the investigation of the accountant out pops Rocky's criminal record...

for assault in connection with loan sharking.

That was long ago. Why not a couple more fights?

With your popularity now, you could be out of this in no time.

He's retiring.

Fighting's the ticket.

I said, he's retired! Paulie, we're here because of you.

I'm not taking the heat for this. I thought I was doing smart business.

You thought you did smart business?

You! Me? What are you talking about me?

You should have known he was a thief, b

No! Rocky, please!

We can't go down like that. A couple of fights, we're out of trouble.

You said you wouldn't.

I didn't say anything. Did we come this far to lose it?

You have to see a doctor. I don't need to. I need a promoter.

If the doctor says it's all right, I'll support you.

I've gotta fight. I got problems, I gotta fight.

Will you do it for me?

All right, for you.

Because of the continuous violent blows to the head, you've developed...

a condition particular to boxers called cavum septum pellucidum...

which is a hole in the membrane separating the ventricles.

The braings surface neurons in this area have also been traumatized.

Excuse me, Doctor.

Simply stated, it means you've suffered brain damage.

How long until he recovers?

The effects are irreversible.

Oh, I... Rocky, you have to retire.

I don't wanna retire!

This aingt the time to retire. Not in here. Not in no office.

I just fought the best fight of my life. I just did that.

And all I need is a couple more.

No, Rocky! You suffered severe brain trauma!

He could be wrong! Anybody could be! I don't think he is.

He aingt God! Adrian, only God aingt wrong.

Rocky, this is what's good for you.

All I need's a couple easy ones, right? You can't get licensed in any state.

He can't get licensed anywhere?

Correct.

Rocky, do you love me?

I love you. Why you ask that?

Because if you love somebody, you live with them, you live for them.

You don't gamble with a life.

I don't care about the money. It's you.

That's all that matters.

Please. We'll be okay. We'll be fine.

No one has to know, Doctor, right?

It'll be strictly confidential.

Thank you.

May we hear the next bid, please?

Are you done?

Sold.

Moving along, ladies and gentlemen, item number...

Hey, kid, the bike's been sold.

The bike's been sold. Get off the bike. Come on.

Don't worry about it. We've been down before.

I'll get it all back. We just gotta stick together, right?

Home team.

Yeah, right.

Come on. Mick used to say a fight aingt over till you heard the bell.

We aingt heard a bell yet, have we?

Rocky Balboa's boxing gloves from his first heavyweight championship fight.

Hey, it still fits.

Well, why you wearing those clothes?

I was just going through some stuff, found 'em, and they feel comfortable.

Well, I was looking for you downstairs.

It's kind of depressing. Yeah, I know what you mean.

Oh, what's this doing in your ear?

What? Oh, God! Remember these?

Yeah. You ...

I remember when you took 'em off. First time I ever kissed you, remember?

Kissed you.

Adrian, I wanna go out for a little bit.

Take a little walk, wanna feel better.

But could you talk to the kid, 'cause he's really taking this hard.

Sure. Okay.

Where are you going? I thought I'd go to Andy's.

How did he blow it all?

How you doing, Mick?

Slip the jab!

Slip the jab! Slip thejab, will ya?

Slip the jab!

That's right, that's it.

Hey, I didn't hear no bell! Okay.

All right.

That's right. Slip thejab. That's it! Mentalize!

See that bum in front of you! You see yourself doing right and you do right.

That's pretty. That's very pretty.

Time!

Come here, Rock. My God, you're ready, aingt you?

Apollo won't know what hit him. You'll roll over him like an Italian bulldozer.

You know, kid, I know how you feel...

about this fight that's coming up because I was young once, too.

I tell you something.

If you wasn't here...

gee, I probably wouldn't be alive today.

The fact that you're here and doing as well as you're doing gives me...

What do you call it? A motivization to stay alive?

'Cause I think that people die sometimes when they don't wanna live no more.

Nature's smarter than people think.

And nature is smarter than people think.

Little by little, we lose our friends, we lose everything.

We keep losing and losing till we say...

"What the hell am I living for? I got no reason to go on."

But with you, kid, boy, I got a reason to go on.

And I'm gonna stay alive. And I will watch you make good.

And I'll never leave you. And I'll never leave you...

until that happens.

'Cause when I leave you, you'll not only know how to fight...

you'll be able to take care of yourself outside the ring, too, is that okay?

It's okay.

Now I got a little gift for you.

Aw, Mick... Wait a minute now.

I don't need nothing. Look at this. See that?

This here's the favorite thing that I have on this earth.

And Rocky Marciano give me that.

You know what it was? His cuff link.

And now I'm giving it to you.

And it's gotta be...

like an angel on your shoulder, see?

If you ever get hurt and feel that you're going down...

this little angel is gonna whisper in your ear.

He's gonna say, "Get up, you son of a bitch...

'cause Mickey loves ya! "

Thanks, Mick. I love you, too.

Jesus. Go after him, kid. Go after him.

Thanks.

You was the angel.

There it is.

What happened to his other cuff link?

I don't know. He only give me one.

He gave it to some bum.

There you go. Don't worry about these.

Let's go, Paulie.

I really can't believe it. This kid's taking this too good. I got it.

Rock, it's good I kept the place, right? It saves money.

Hey, get back.

Right? With a little aluminum on the front, it's a winner.

Thank you.

Welcome back, Rocky! We missed ya!

This is only temporary, you know.

Come on inside.

Hello?

Mrs. Balboa? George Washington Duke. Yes?

Mrs. Balboa, can you hear it? Listen close. You must be able to hear it.

Hear what? The parade of opportunity knocking.

What will it take to get you people...

to realize I'm giving you a chance to pull yourselves together again?

Let me handle his career, the money will pour in,

you can live like human beings.

Listen, Mr. Duke. We're living like human beings. You oughta try it.

Leave my husband alone.

Women.

When'd you start that?

I don't know. It's a bad habit that comes back.

Listen. We aingt talking about me. We're talking about you, right?

Rocky, how you doing, man? How you doing?

Good to see you back. Thanks. It's great to be back.

You're real smart in school, but you gotta be smart on the street.

How do you mean?

You gotta know who the players are and who you're talking to around here.

Watch out for the scammers. Everybody's gonna try to scam you.

What's a scam? Ask your father.

A scam is like a hustle.

He don't get it. Like a hustle's related to...

Rocky! Rocky, remember me? I'm Bubba's mother.

You used to use his head for a punching bag.

Have a nice day. Welcome back.

Anyway, a hustle's related to a con. He don't get it.

A deception. 'Scuse me?

You're saying beware of deceptions.

Yeah, that's good. Absolutely. You're very smart, you know.

Hey, aingt this where the Atomic Hoagie Shop used to be?

I'm new here, Dad.

This neighborhood's coming down with tooth decay.

It's called urban blight. Yeah?

I'll tell you something. This place is blighting everywhere.

Aluminum siding and some paint, this place could be okay again. You think?

Anyway, you'll be late for school. Come on.

Paulie, I wanna talk to the kid private-like, man to smaller man.

Like I got no feelings. Come on.

That's how wars start. Relax, would you?

So everybody's got an angle.

You know? Tough break, Rock.

Everybody's got a hustle.

Like, see, these kids around here, they got street brains. That's how they live.

These kids aingt like... Listen. Aingt like no personalities you grew up with.

So you gotta stay very, very sharp around here.

I intend to. Yeah, intend.

Sometimes you make me feel very stupid. Why?

'Cause you're smarter than me and that's a fact.

No, I'm not. Yeah, you are.

It's like every day you learn something new and I forget something new.

We're in this thing together.

So if you can figure out any way to fix things up, don't be afraid to tell me.

We gotta stick together. 'Cause what are we?

What?

What are we?

Oh! Home team.

Home team! You know, you got that right.

I went to this school when I was a kid. Nice bricks.

Used to get milk at lunch and everything.

It was real tough then, but I think you can handle it, don't you think?

No way! You don't know what you're saying!

If you went here, I can go here. I'm not scared, really.

Really?

I guess I'm a little scared. But that's normal, don't you think?

Oh, yeah! I had 72 fights and every one of'em, I was scared.

So, yeah, that's real, real normal.

I'll see you later. Okay, kid.

Here's the front door.

It's okay. Hey, wait, wait. What's this?

Goodness gracious! Where'd this come from?

It's a strange place to stash your lunch money, don't you think?

It's just a lunch joke. Thanks, Dad.

Listen, I'll see you later.

Remember, Daddy loves you. You're number one. Home team!

Just be nice, right? You'll be okay.

Don't mess with nobody's girlfriend. They don't like that around here.

I'm really worried about the kid. He aingt used to living like this.

He don't know the streets.

And that school... I know what's gonna happen.

Some wise guys are gonna come up 'cause he's my kid.

They just gonna come out and give him a cheap shot.

You know? I mean... Geez!

Mr. Balboa. How you doing? My name's Tommy Gunn.

Yeah? How you doing?

With a name like that, you better be tough.

It aingt easy. Anyway, I come from Oklahoma.

I have an amateur's record of 45 to 1 .

I turned pro at 18, and had 8 fights. You're a fighter?

Yeah, I'm a fighter. Now that I'm 20, I'd like to show you what I got.

I've saved up about $400, and I could pay you for a couple weeks' training.

Excuse me, young man. I have business. Good to see you again, friend.

How you doing? Fine. What more could I ask?

Money and hair. I gotta go to work.

What? Where? Here?

In a sweatbox? Can't be too good for the image.

Urban light. What are you gonna do? What'd you say?

Urban light. It's urban blight.

George would like you to put on those gloves again. It's a hell of a payday.

I'm officially expired.

No, you have marquee value. You put butts in seats.

A businessman with any brain don't retire when he can still pull in bread.

Only in America do we get these kind of opportunities.

Union Cane's going for the title on the 14th.

Here's some tickets, be our guest.

We have a strong feeling he's gonna take it.

That's the time to challenge him.

Because people love comebacks!

There's nothing in boxing more commercial than a long shot comeback...

of a down-on-his-luck, pure Snow White underdog.

Like Mark Twain said, "Virtue has never been as respectable as money."

Who's Twain? He was a painter.

You're the Great White Hope.

You mean great white dope. No, forget it.

Hold it! Hold it. Hold the bullshit!

I know what the problem is. You think I was born yesterday?

Show him the paper.

This is your medical report. It's not so good, but we can work around it.

Where'd you get this? It doesn't matter.

You agree to fight Cane, George can guarantee you'll get licensed anywhere.

Guaranteed!

You can do this? No problem.

This comeback's worth millions. The time and deal are hot! Caliente.

One more payday.

I agree. Adrian, where'd you come from?

What are you doing? Mrs. Balboa appeared. She's magic.

I don't think you're funny. Are you trying to talk my husband into fighting?

I'm talking business. Do you like feeling hard up?

Do you like reaching in your pocket and only feeling your leg?

Do you like reaching in your pocket and only feeling your leg?

I didn't think so.

I'm offering you your last golden opportunity to dump this loser image.

Who you talking to? You aingt working across...

Whoa! What the hell are you talking about? This is a tremendous opportunity.

Opportunity for whom? For you to make money? For him to be disabled?

What would you do if the choices were reversed?

You have to think about that.

Rocky, they don't care about you.

You want to get serious? Let's get serious.

You represent the dreams of long shots and little people who identify with you.

And identification's the key to public success.

You're a true champion, a true product of the people. Sell it.

Sell it while there are still buyers. That won't last forever.

You're a fighter? Then fight!

You want a champion's due? Then do it.

I'll make you so much money, you could swim in it.

You can swim, can't you, darling? What do you say?

Put it there! It's time to put some hustle behind this muscle!

He's done! He's done fighting!

You are a damn fool!

Maybe we oughta sign Mrs. Balboa to fight Cane, huh?

She's got the cojones in the family.

You don't talk like that in front of my wife.

That aingt no park bench, boy.

I'll get him.

Rocky, I'm really sorry. I didn't wanna...

You guys want privacy now? I'll be upstairs.

I'm sorry. But you know...

it just takes one bad hit and you could be an invalid.

I feel like an invalid already!

Why'd you come back here? You're too smart for this place.

I got nothing to do. I called Gloria.

She said she could use part-time help.

Why do you wanna go back to the same place you started?

I gotta do it, you don't gotta do it!

I wanted to be there so I could be close to you.

All right. It's getting cold out here.

Maybe we better get inside. I understand.

Are you all right? What?

Are you all right? Yeah, I'm all right. I'm fine.

It's getting cold, okay?

Yo, Adrian. Did we ever leave this place?

I don't know.

Hey, mind if I talk to you now?

My head's a little busy right now.

I don't know if you'll get him. Balboa don't think straight anymore.

None of these bums think straight. All I need is an angle.

I'll fight Balboa right now. I'm better than Balboa ever was.

I own the paper on you, boy.

You'll fight who, where and how I tell you. Got that?

Don't aggravate the hand that feeds you. All right?

None of these bums think straight.

All I need is a hook.

Hey, aingt you Rocky's kid?

Yeah, you're Rocky's kid.

You're Rocky's kid, right? Yeah. How you doing?

I seen your picture in the paper.

You know what? Your old man's a punk! What?

That's not true!

Wanna do something about it? What are you wearing my coat for?

Just leave him alone. Don't take his coat.

Give me my coat! I'm not kidding.

No way! Let him have it.

Don't get sick now.

Hope you don't catch cold, rich boy!

Keep it high, slip it inside. That's it. Come on.

This cup don't interest you? Rocky drinks out of it. $10.

How I know that's the real thing? Look at the lip marks.

All right, $5. $5, no more.

You got a deal.

Excuse me.

Tommy Gunn! Is there someplace I can change?

In there. Gimme the money.

Time! Richard, good friend.

Listen to me. If you wanna survive, you gotta learn to slip the jab.

Keep it high, and hit and not get hit. Okay, take off.

Rocky, remember Tommy Gunn? Yeah.

He wants to fight. I tell him to get married.

Why? That's gym humor, Rocky.

Oh, okay.

Let's see what you got, kid.

Get married. I understand.

Benson, wanna move a little?

All right. Let's go.

What's a cojones?

Cojones?

Cojones is Latin for Spanish nuts.

Rock, we're ready.

Wonderful.

Hey, kid. You got headgear?

I don't need one.

He's gonna get his cojones knocked out.

Okay. Ready, guys? Benson, go easy, all right?

Sure, okay, Rocky. Time.

All right, go easy now. Slip the jab now.

Kid! What's his name again?

Tommy Gunn.

Tommy. Whoa. It aingt no law to duck.

Go side to side. That's it.

Take it easy!

Come on, you guys, lighten up. It's called sparring. Go easy.

Hey, lighten up! Benson, tie him up.

Smell that? The odor of opportunity.

That's it! What'd I tell ya? Hey! Time!

Hey, that's it! Time!

Hey, back off! That's enough.

What's the matter with you? Are you crazy or something?

What's the matter with you, man? Get outta the ring.

Cool off, kid. I'm sorry about this.

He stinks of opportunity.

Look, going easy don't mean breaking bones, kid.

I'm sorry, but what do you think? What do I think? You don't listen good.

But you fight, you brawl like you was a street fighter.

I know something about that. This is called boxing. This aingt no mugging.

I'm sorry, but I know I can do it all.

Yeah? Well, not on this date. Okay?

That's it?

I gotta work with these kids. You guys get ready.

How about you trying to manage me? Manage?

Yeah. Unless you think I aingt got nothing going.

Yeah, you got nothing going.

You got a lot going. You got a lot of tools.

But I aingt no manager. I aingt never been...

The gentleman that owned this place, that was a manager.

But me, I was always the managed guy.

Look, good luck, all right?

All right, guys, let's go.

Come on, move around.

That's it, nice.

All right, come on. No cheap shots. Move it around.

How you doing?

Cold? You look cold.

I guess it has something to do with the weather.

Here, take my coat.

No, thanks.

Where's your boyfriend?

Him? Forget it. He aingt got no manners.

I'm Jewel, if you wanna know.

I'm Robert.

I've been living here about six years.

It aingt Disneyland.

You been to Disneyland? Sure.

You make it sound like everybody has.

I know you can't tell by the way I look, but I aingt like the other kids here.

Why? What makes you so different?

I don't know. I guess it's 'cause I wanna get out. You know how it is.

You know, for an Italian kid, you aingt got a bad butt.

First money I get, I'm going to Miami.

Why Miami? Miami needs new gigolos.

Yeah, I read something like that.

My back is getting bad. How come you don't have arthritis?

Aingt I got enough?

Adrian's too good for this. This place really depresses.

Paulie, it's...

Rock, come inside. Everybody's been asking for ya. You too, Paulie.

No, thanks. I'm beat. I'm a little thirsty.

You go if you want, Paulie. Mr. Balboa?

Look. Tommy Gunn.

Why are you still hanging around? Is there something I can do for you?

Yeah. I'd like to try again.

Kid, you know, I'd like to help you, but I know nothing about no managing.

I'm asking for a chance. If I screw up, you won't have to throw me out. I'll go.

What have you got to lose? Me? Nothing. It's what you got to lose.

I got nothing to lose. Maybe you do.

What if I don't do good and you don't make it?

I don't want you blaming me for this, kid.

Here's what I would do if I was you. Listen.

If I was you, I would go home and talk to your family.

Maybe you can come up with something better.

I got no family. All I got is what you see here.

I know everything about you from your first fight with Apollo Creed.

I read about how nobody cared about you, how no one gave you a chance.

I realize I don't come from the same streets, but I'm hungry like you were.

Ever since I put on gloves, I been waiting to meet you.

I knew that if anybody could make me a winner, it was you.

Hey, Paulie, you see a winner standing here?

Yes! Man, you beat the best!

Nobody could ever say any different. Look, Rocky, you don't know me.

But anything you want me to do, I'll do.

If I can't, I'll bust my butt trying.

I'm not hustling you, man. All I'm asking for is a chance.

Just one shot.

Are you hungry?

Yeah.

Yeah? Come on.

You'll like the way Adrian cooks.

She does amazing things with macaroni, especially tomatoes.

But I gotta warn you, she can be a little vicious with the garlic.

So, why'd this kid smack your face?

It really doesn't matter. It does matter! They took his coat.

I don't want the coat. The one with the collar?

I'm going to your school. It'll make things worse.

Can't I do what I think is right? What do you think is right?

A baseball bat across the face is nice.

What are you telling this kid? Adrian, can I have the plate?

I'm sorry. Yes, Rocky. I had trouble when I was in school.

Every day I got chased by this one kid...

till one day my mother said, "Pretend the guy's like a balloon."

Balloon?

She said, "If you pop 'em hard, these guys just go away."

We're trying to raise our son so he can handle problems with his mind...

not his muscles.

Sorry.

That's why I'm gonna get mangled. You aingt gonna get mangled.

Will you teach me how to fight? A baseball bat would be nice.

Do you wanna grow up and just use your fists?

Adrian, I don't think it'd be so bad...

if I taught him how to throw a few deadly punches.

Tommy, did your dad teach you how to fight?

No, not exactly. I had to... What?

Sweetheart, don't get personal. That's okay.

My old man used to drink a lot, seriously.

He'd go out with his friends tie one on, then come home and punch on me.

He'd punch on my mother, too. He did that a lot of times.

So growing up, I never really thought about fighting anybody but my father.

When I was 13, I got in trouble at school.

He tied me down and whipped me so bad, I couldn't walk for a week.

I just couldn't do anything.

The first guy I ever knocked out was my father.

Now when I get in the ring, it's like all I see is him.

That's kinda sick, huh?

Tommy, at least you had an old man to knock out.

Some of us didn't have that. Someday you can punch out your pop.

Paulie, what are you telling the kid things like this for?

It's the fittest of the survival.

Tommy, where you staying tonight?

You got a place? I'll find someplace to stay.

I tell you, we got room in the basement. It's nice.

What about me? Your son is sleeping down there.

He could stay with his uncle. What am I, a pit stop?

I don't wanna cause any problems. I can find someplace to stay.

It's okay. It's just for a little while. Right?

No problem at all. It'll be all right.

Kid, I appreciate it. Is that all right? It's cold outside.

I'm not changing no sheets. Since when have you ever?

Tommy, come on down and we'll show you the place.

Why don't you go downstairs, show your father what you did today? Come on.

Junior, your plumbing don't leak, do it?

You know this guy? Yeah. He hits hard.

Adrian, she can really cook. She's okay.

Listen, Tommy. We aingt had a chance to get this place too nice...

so we'll get it together in a little while.

Wow, man. This is what it's all about!

Holy mackerel! Why do you keep this stuff down here?

When'd you do this? You fixed it like this. It's beautiful!

You painted! When'd you get a chance to do this, kid?

After school. It's no big deal.

Where'd you get the glove? This?

Thanks. This is one of my favorite objects.

Mickey give me this before he departed.

It was Rocky Marciano's cuff link. Really?

The real Rocky Marciano? Yeah.

You got me thinking about Mickey. I wanna show you something. Come on.

He told me a long time ago, he says...

that fighting is 90% in the skull and 10% in the body.

He said this.

I met this really nice girl today. She's great.

Yeah? That's wonderful. She's a lot better than Sarah.

Don't change the station. I'll be right back with you.

I just wanna tell Tommy a few things.

Who was your best friend in Orlando?

Uh, that's Oklahoma.

Oh, yeah. Eric Elder.

No, no, no. Your best friend is a guy named Frankie Fear.

You see, fear is a fighter's best friend.

It aingt nothing to be ashamed of.

Fear keeps you sharp, keeps you awake, makes you wanna survive.

Know what I mean? But you gotta learn how to control it.

'Cause fear is like this fire. And it's burning deep inside.

If you control it, Tommy, it's gonna make you hot.

But you see, if this thing here controls you...

it's gonna burn you and everything else around you up, that's right.

Anyway, these are the things that was taught to me...

and if you want, I'd like to teach to you.

So this mean you're gonna manage me?

Absolutely! Hey, home team! All right!

Let's go for it.

Mind showing me a few things?

Sure. I'm gonna show you a lot of things.

Hey, rich boy, how much you got in your pocket today?

Nothing. Let's have it.

I got nothing! Come on, give me the money.

Come on! I gotta eat!

He's hungry! He's gotta eat. Well, eat this.

I got it. Go!

Father Carmine!

Yo! Father Carmine!

Maybe he's not home. Priests is always home.

Rocky!

I didn't wanna disturb you that much, Father.

Excellent. Everything is perfect.

Father, this is my new friend, Tommy Gunn.

I was wondering, Tommy is a fighter and I'm supposed to be his manager.

So I was wondering if you could do me a favor if you aingt busy.

If you could throw us down a couple of blessings...

like that I don't mess up being the manager...

and that Tommy does as good as I think he can do, great, and don't get hurt.

Can you do that?

I love when he does that. Thanks, Father. I appreciate this.

Anytime.

I'll see you in church.

What'd you do this for?

It don't hurt having an angel in your corner.

Come on.

Hey, Rock, how's it going? Doing great!

Slow down, we'll give you a ticket.

This is Tommy Gunn. He'll be champion. How you doing, Tom?

Break it up. Break it up.

Get off the ropes!

Go easy, all right? I need more work.

No, you're ready. This guy's killing me.

You're perfect. You understand?

I feel weak. Shut up!

The only difference between the hero and a coward...

is the hero's willing to go for it, willing to take the shot.

This guy's scared, too. You're both scared.

Remember we were talking about fear and how it was like this fire?

You gotta control it 'cause it'll burn you up or burn him up.

You gotta make it work for you. I would never do nothing to hurt you.

Understand what I'm saying. Fear is like this fire.

Let it burn until it becomes like this volcano.

And when the time is right, explode all over this guy!

You can take him. It's all heart.

It aingt all muscle. It's all heart and fire!

Now you do it.

Remember, I'm like this angel sitting on your shoulder.

I aingt gonna let nothing happen to you. Go.

Come on, jab!

Explode! Left, right!

The body!

All right!

Go to the body!

That's it.

Man, you okay?

Tommy Gunn, you got some guns!

Drive through it. Thirty-five.

Ten. Come on, you can do it. That's it.

Got it! Bring it up! Yes!

I gotcha! I gotcha this time!

Tommy, these trunks is very special to me.

Kid, that was great! Great work!

All right, kid.

I beat the man! I don't believe it.

You sure did. You're very swift.

Merlin, listen. Got an idea.

I think we can finally nail Balboa.

They're waiting again.

If you don't got enough money, I've got almost a dollar.

Save it. Slumming again, bimbo?

What you got in the bag? Shut up.

Take two more steps, I'm gonna pound your teeth out.

Go for it!

What'd he say? Punk's losing his mind.

What'd you say? Go for it!

Come on! Put up your hands!

No way! I didn't like him anyway.

Think that belongs to me.

If you want to end it, let's end it now.

I got no problem with that.

See you later.

I can't believe it. You gonna tell your dad? Let's go!

Good, that's it. One more time.

Tommy, you're doing great with the combinations.

But you gotta learn to move side to side like a windshield wiper...

so you aingt getting kicked in the face with the jab.

Dad! I got my coat back! Look, I got my coat!

That's great! That's beautiful!

I trashed this guy! Everybody in the school went crazy!

Rocky, I'm cooling down. I gotta get back with Tommy.

We gotta work out. He's cooling down.

Go tell your mom. She likes to hear things like that. That's beautiful!

Okay. Let's go, Tommy.

Looking good.

Whoa! Look at Tommy go.

Union Cane, the new heavyweight championof the world!

Think I have a chance at that? Absolutely.

Anybody that's got two fists and a good heartbeat, you got a chance.

You're out!

Come on! Get tough!

Boy, you've got hands of gold!

I want to introduce you to somebody. Karen, come here.

That's it! It's over!

Back him up.

That's it!

There's your boat. What boat?

The one that's sinking.

Tommy Gunn at the top.

You come with the Duke...

you can get the kind of payday fighters for Balboa can only dream about.

To the victor goes the spoils.

Lift the jab!

You're out!

You did it, man!

Now will I get a shot at the title? You're gonna get one real soon.

Baby, how are you?

The winner at two minutes, ten seconds...

When's Tommy going up against Cane? We gotta talk about that.

Get back. He aingt worth it, buddy.

He fought a great fight.

The ship is sunk, Rocky. It's sunk.

Probably got hung up in traffic. He should've been here by now.

Why?

It's Christmas. He should be with his family.

Maybe he doesn't think this is his family.

Sure it is. Look at this.

I want to give this to him. What do you think?

I think you've given enough.

Come on, Adrian. He's given us things too.

He's given us like a second shot, right? Come on. It's Christmas.

Right. Only in America.

Having the best, wearing the best. To keep it up, you got to stay on top.

Nobody remembers number two, kid. I sure don't.

I checked with the Boxing Commission.

Seems there's no formal contract between you and Balboa.

Nothing.Just a handshake.

This is a complex business, and you've got to stay sharp!

I don't have to tell you that, do I?

It's gotta be damn difficult living in Rocky's shadow, being called his puppet.

Nobody could've done it as long as you have.

I'm afraid.

I'm afraid that if you keep going the way you're going...

you're gonna be watching the parade go by.

Exactly.

You haven't had the big payday yet, and won't until you fight top contenders.

And those top contenders I do surely own.

I got the contracts.

It's a complex business.

But if you want the best, then go with the best.

What about Rocky?

Rocky can still train you. He's done a wonderful job.

Here's $20, 000.

Take it as an advance.

Time to put some hustle behind this muscle.

Merry Christmas!

Merry Christmas.

Stop the press! You can't believe who just come up on the roof.

He just landed there and crashed. Who do you think it is?

Do I hear reindeer on my roof?

You know, antlers! It's unbelievable! Like a billion...

Whoa! Look who's here.

You know this guy.

You've got a weird family. Don't I know.

It's gonna be next Christmas before he gets down.

Let's put it together for Santa!

Merry Christmas. Yo, yo, yo.

I don't think you got it right, Santa. It's, "Ho, ho, ho."

What's the freaking difference? Where I come from it's yo, yo, yo.

Looks like we've got a 90-proof Santa.

Santa...

tell the kids what you've got in the bag you brought from the North.

I've got my laundry. You got the wrong bag.

Come on, chubby, get out of the way. Watch it.

Let Santa take a seat. Little boy, you been nice?

Come here. Sit down. Tell Santa what you need.

You're stretching the clothes! I don't need nothing!

Tell Santa what you really want.

That aingt Santa! It's Uncle Paulie. Get real.

"Get real"? Why you talking like that?

We're trying to have a good time. Santa's here and everything.

It's stupid!

It aingt stupid. We're just trying to pretend here.

You're supposed to be pretending. It's like this game, right?

I don't like pretending. You guys talk to Santa.

I aingt talking to them, I'm talking with you.

See, it's very important that you spend time with the family...

and have a good time and get the spirit going.

It's good, right?

Good for what? Let's go.

His friends are here.

He doesn't want to. I know what he wants.

How do you know what I want? 'Cause I know you.

You know me?

He thinks he knows me.

I aingt celebrating nothing, okay?

Come here. What's the matter with you?

We always done this before, we had a good time.

We don't have to change nothing.

Do you remember last year when we had fun, we had a good time?

It aingt last year, and you aingt the same, either.

What?

Adrian, what'd I do?

Go talk to him.

Even I could've saw this thing happening.

I should've went to Miami when I had the chance.

You wanna talk?

Let's talk.

I thought we were supposed to be like very close.

I love you. No, you don't.

I do. Remember what the deal was?

We was supposed to be tight, like crossed fingers.

No. You want you and Tommy to be tight. That's what you're taking about.

Don't say that. Why can't I say it?

Since he's been here, it's "Tommy this, Tommy that."

You don't have no time for nobody, so I got no time for you.

What are you saying? You're like another person.

You're the other person!

You said I would be number one to you. You lied!

You lied to me and to Mom.

I never lied to you. Tommy needed my help.

So did I.

Remember when you said to watch out for scams and deceptions?

Yeah.

You're the one that should've watched out.

Where you going? Out.

When you coming back? Later.

When?

Season's greetings, Mrs. Balboa!

Take care of these people.

Behold! A Santa for all seasons!

You guys lost?

Au contraire, mon ami. I know exactly where I am.

Rocky, guess what's coming to dinner!

Tommy Gunn's got new friends!

New friends for a new year!

Please?

Nice tree. Charming.

Tommy, how you doing?

Merry Christmas, milord! Greetings!

How you doing? Listen.

I don't want to take up time. I just wanted to give a season's greetings.

I don't need no presents. Give 'em to the neighbors.

You've done a hell of a job with the man. Facts are facts.

I'd have to be blind if I didn't say a title shot isn't in the cards.

Title shot? We'll work beautifully together.

No problems.

No friction. Only harmony.

It's time to put some hustle behind this muscle.

Tommy boy here has got a little something personal to discuss with you.

So I'm gonna be saying good night. Merry Christmas.

Merry Christmas.

See you soon. Bye.

I'm sorry I'm late. I ended up having dinner.

It's okay, Tommy.

Adrian cooked something, but it's probably all cold now.

We can always make sandwiches.

I don't want to make sandwiches. Tommy, why did you bring him here?

He wanted to come by. Rocky, could I talk to you outside about some things?

Yeah, sure.

It's getting late. We have to be there by 10:00.

Rocky? I know. It's okay.

Tommy, what'd you want to talk to me about?

Isn't it a long drive? Yeah.

So, what do you think?

Where'd you get this? Duke gave it to me.

Maybe you ought to give this thing back, you know?

I knew it! I knew you would say that!

Give it back? Why? The guy likes the way I fight.

It's almost 10:00. We'll make it.

I know, but you see what he's doing?

Don't let him put nothing between us.

Put what? The guy was talking about getting a shot.

But we don't need him.

You're gonna get a shot. You'll be able to buy ten of these things.

When are you gonna wake up? We're watching the parade go by.

What are you talking about? The big time.

The way I'm going, I won't get a shot at the title for a long time.

I've got a perfect record. I'm 22 and 0.

Where's the money? Where?

We haven't made serious money yet, and we won't without the man.

I aingt talking about the money. The money is gonna be there.

I'm talking about your rep, Tommy. Don't sell out. We don't need this guy.

Listen. Duke is a wonderful man. Put the top up.

Forget about the top! I'm signing papers with the man tomorrow.

You sign them papers, you're like his property.

You got no control. This is a dirty business.

It's full of these thieves and gangsters.

They promise the world to every good young fighter who comes along.

They suck 'em dry.

They leave 'em in the gutter broke when they aingt worth nothing.

That's the way this business is run. Guys like Duke...

You know what he is? He's a vampire. He's living off your blood.

The thing I'm trying to do is what Mick done to me.

He tried to keep me away from the dirty part of the business, like I'm doing.

I aingt you, and you aingt Mick! When you gonna understand that?

When you gonna understand this is a business? And you need...

Brains? You said that, not me.

You saying I got no brains?

You took me as far as you could, but Duke gave me a title shot, you didn't.

If you want to keep training me, do it. If you don't, don't!

But it's my way or the highway!

Put on your coat.

Come on. It's not worth it.

It is worth it. He's just confused.

You don't see what's happening. I do see!

He's twisted around by Duke.

It's you, it's not him. You can't live backwards.

You can't turn back the clock. We live now, we live here.

I know where we live! You think I'm stupid?

I'm not as dumb as you think I am.

You don't think I can smell it? I see where we are!

I don't want this no more. I want something different for the family.

I don't want this!

Did I come back here and get my brains beat out for these guys to say...

"There goes Balboa.Just another bum in the neighborhood"?

I didn't want this. No, nobody said that.

I'm saying this, Adrian.

When that kid was in the ring, I was winning.

When he was winning, I was winning. You were winning?

It was like my last chance to get some respect for us.

I respect you! You can't respect me!

No, you can't! I do!

All those beatings you took in the ring...

I took them with you.

I know how you feel. When somebody like Tommy comes along, you feel alive.

But he's not you. He doesn't have your heart.

All those fighters you beat, you beat 'em with heart, not muscle.

That's what Mickey knew. That's why you and Mickey were special.

But Mickey's dead.

If there's something you want to pass on, pass it on to your son.

For God's sake! Your son is lost! He needs you!

I know Tommy makes you feel great.

He makes you feel like you're winning again.

But you're losing us!

You're losing your family!

I'm sorry.

It was always you and me.

I'm sorry, Adrian.

I don't know about you guys...

but I gotta get out of here.

What do you say we go to the shore? Let's go.

Great. How we gonna get there?

What do you mean? We throw our thumbs in the air. We'll hitchhike.

Ah, what's he want?

You want me to stay with you? No.

I've got enough problems with my old man. Come on.

You aingt gonna hit him, are you? No, I aingt gonna hit him.

Yo, kid, when you start smoking?

I don't know. Didn't you ever smoke?

Yeah. I done a lot of bad things, you know?

So?

So, I wised up.

So maybe I'll wise up someday, too.

Maybe tonight's a good night for both of us to start wising up.

Don't worry about it.

I gotta worry about it. The deal was we were supposed to be tight, right?

What about Tommy? You're tight with him, too.

Yeah, well.

That was yesterday, you know?

You know, kid...

remember you were telling me a long time ago about deceptions...

and I was telling you about scams?

I should've listened to you. I was trying to teach you.

All right? But you were teaching me.

And I didn't wise up. I didn't know and I made mistakes.

And I do things...

It bothers me that I forget a lot of things.

I know I made a few mistakes.

I would love to hang out with you again.

Just you and me.

I swear to God...

it's just gonna be you and me this time.

Home team?

Yeah. Home team.

Kid, you wanna hear a joke? Sure. Why not?

Knock, knock. Who's there?

Tuna fish. Tuna fish who?

You can tune a piano, but you cannot tune a fish.

You're getting better.

Yeah, that's a good one.

Lock the door and hide the kids. It's time to wage war!

Tommy Gunn is said to be such a student of Rocky Balboa's style...

he's been nicknamed by the press "The Clone Ranger."

Relax. He aingt worth the stress.

It aingt him, Paulie.

Turbo charged!

Tommy "The Machine" Gunn!

Looks like the fans are unhappy with Tommy Gunn...

for leaving Rocky Balboa behind.

Of course. He's nobody's sweetheart, that kid.

At 242 very impressive pounds...

the present world heavyweight champion...

Union Cane!

Looks like he's in great shape, don't it?

The referee calling both fighters...

Whoa, Tommy's looking a little tight. He's nervous, you know?

Like the way I felt when I was fighting with Apollo.

He aingt you. Hardly ever was, that kid.

Give him a break, would you?

Do what you was told.

In and out, side to side. Don't eat the jab.

Off the ropes! You blind?

He's getting hit with everything but the ring posts.

Let's rumble. Go for it, Cane.

Come on, Tommy. What's the matter with you? That's it!

Slip the jab. Move side to side.

Back and forth like a metronome. Side to side.

That's it!

You see, he remembers everything.

Come on. I'm in there. Do what I'm doing.

Do what I'm doing. Side to side!

Don't let him up!

Roll! Roll! Roll!

Dig! Dig!

The heavyweight champion Cane is down!

One! Two! Three!

Four! Five!

Six! Seven!

Eight Nine!

Ten! You're out!

Ladies and gentlemen, by way of a knockout...

we have a new champion...

Tommy "The Machine" Gunn!

Congratulations. A sensational upset victory!

You're now the champion of the world. How do you feel?

Never better. I don't know what's wrong with these people...

Because you're not a champion. You're a crumb-bum dirtbag.

Give him a break. He's doing something wonderful.

Long live the king! I'd like to thank the man...

who made this happen.

I'd like to thank the man who made me believe all this could happen.

The man who's been like an angel on my shoulder, Mr. George Washington Duke!

There you have it, a new world champion, Tommy "The Machine" Gunn.

It's a big surprise, at least to me, that the new champion...

thanked Duke instead of the guy that got him here.

This crowd is unhappy. The only person...

Rocky! Rocky!

Too much TV is bad for the eyes. My eyes are okay.

Too much TV is bad for my ears.

Hi, slugger. Good fight, huh? It's okay.

You're the real champ around here. I made this for you.

Beautiful!

Let's put our teeth around a few brews, okay?

I could use the company. Good idea.

Should I go out with Uncle Paulie? If I can watch TV.

Okay. Listen.

You can watch TV, but don't stay up too late.

You gotta get them bones growing. All right.

What a fight. It was something.

Something.

I told you you could give him everything but you.

You can't give him your heart.

It's okay, really.

Yeah. It's all right.

Kid, don't stay up too late, okay?

That was some fight.

Are you okay?

Sure.

I won't be out too late.

See you, champ.

Have a good time with Uncle Paulie.

Ladies and gentlemen, let me present the newest...

the youngest heavyweight champion of all time...

Tommy "The Machine" Gunn!

Was the fight too easy?

He gave me a few good shots, but I was never hurt.

I'm just glad to be the champ!

Don't you think this looked more like a sparring session...

instead of a championship match?

Didn't look like you broke a sweat. Very observant.

Union Cane wasn't feeling good, but Tommy would've done the same thing...

if Union was 100 percent!

One hundred percent? He fought like he didn't have a heartbeat!

Cane is just a paper champion. What do you mean?

Cane's title was manufactured. He never won it from Balboa.

Get aboard. Union Cane is for real.

Think you'll ever get out from Rocky Balboa's shadow?

I won the title! What more must I do? I'll tell you.

You've got to fight real opponents. I beat the best tonight.

The best? This guy's a bum. He doesn't deserve a shot at the title.

Gentlemen, whoa. We're getting carried away.

Union Cane was the recognized champ. Next question.

We know the rating system can be manipulated.

The bottom line is, Tommy Gunn beat a second-rate fighter...

with so much glass in his jaw he ought to be a chandelier.

Say what you want, but this man will prove to be a great champion.

He might win a few fights, but a Rocky Balboa he'll never be.

No, no, he's no Rocky Balboa. There's only one Balboa.

Balboa was a true people's champion.

But in time, Tommy Gunn may be able to fill his shoes. Next question.

Not fighting stiffs like Cane! I'll fight anybody, anywhere.

Who? When? When you gonna fight a real fight?

Gentlemen, come on. Thank you for coming tonight. We look forward to seeing you.

Tommy, I got something for you.

For your next fight, why not fight the redhead in the front row?

I hear she comes real cheap. What about that?

We look forward to seeing you at Tommy Gunn's next fight.

Why did you say Balboa was better? Do you believe he's better?

You champ! You champ!

Who you gonna fight for the next fight, Tommy?

What the hell happened in there?

I won the title and these people think I'm a bum!

Why didn't you take up for me? When the press is right, they're right.

I'm as good as Balboa ever was! I don't give a damn what they say!

I'm tired of being called a robot, too!

You can't fight the press! I can't fight the press!

As long as they've got Balboa on the brain, he'll always be champ.

The man fought wars in the ring. You're in his shadow with no way out.

Listen to your own man talking. No, no. Listen to me.

There's a way to get the respect you deserve...

but you've got to challenge Balboa to fight man to man.

George could set this fight up abroad in weeks.

It'd be the greatest fight ever.

Teacher against student. Old lion against young lion.

It's the only way you'll get peace of mind. Believe me when I tell you...

that press will hound you with that man's legend...

for as long as you wear boxing gloves.

You gotta get him into that ring...

or you'll be hearing questions like tonight for the rest of your life.

Then you'll start to ask yourself, "Could I take him?

Am I good enough? Do people think I'm a cheap carbon copy...

or a second-rate pretender who only got a shot because of my skin tone? "

Got to challenge that man to fight, Tommy Gunn.

And if he refuses, you've got to insult him! Dog him! Humiliate him!

Do whatever you've got to do to get him into that ring...

but that's what you've got to do!

Okay, blast off.

Rolling silver. And now...

Wait a minute! The flippers aingt flipping! Andy!

That machine cost me a fortune. It's costing me a fortune, too.

Rocky Balboa! What was that?

Rocky Balboa, there's a man out here wishing to speak with you.

You know who that is?

Yeah, I know who that is.

Rocky, need some help?

No, guys. This aingt no pie eating contest.

Look what's in the street.

Tommy, what are you doing here? You ought to be out celebrating.

I'm challenging you to a fight anytime, anyplace, anywhere.

Fight? That's right.

You coming here with these people asking if I want to throw hands with you?

Is that what this is about? Yeah, that's it.

And I'm nobody's robot! Nobody's boy!

You accept the challenge, or are you yellow?

He has no class. Come on, Rock.

He has no class! He couldn't carry your shoes.

I can't believe this guy.

Paulie, it aingt him. You wanna shoot some eight ball?

I aingt through talking with you!

I aingt got no more to say to you.

I just want good things for you.

You're only in this for the money! Money?

I'm tired of walking around in your shadow. People call me your robot.

You thought I was in this for the money?

We were supposed to be like brothers.

You don't remember that? You got a deception going here.

This guy here was using you for the bait.

He wants to get you and me in the ring.

He wants us to fight each other to make the money.

He don't care about you or me neither.

Come on! Enough of the fantasy. Let's talk reality.

Rocky Balboa, are you prepared to accept Tommy Gunn's challenge?

I would've taken you anytime.

You're a piece of garbage, you know that?

This aingt none of your business. Aingt none of my business?

None of my business? Forget about it.

The man spit blood for you. He put you ahead of his family.

And you bring these rat bums around here and kill his dignity?

Rocky made you your shot. He's the real champ.

You're just a goddamn joke. Get out of here before I break...

Paulie! What's the matter with you?

Break your hand on this bum, what are you worth then?

You okay?

You should've left him on the street where you found him.

Get off of me, man! Get him out of here.

You knocked him down. Why don't you try knocking me down?

In the ring. Tommy Gunn only fights in the ring! Let's get out of here.

My ring's outside.

Yeah? Let's do it.

Let's go live! Go live!

Take him quick. He's a punk.

Balboa's a street fighter. You're a prizefighter!

Don't be a fool! You don't own me!

You don't own me! Take it easy. Nobody does!

I want my respect! Come and get it.

He's a bum! Take him out. Come on, Rocky.

I loved you, man. Do you know that?

You and me was supposed to be like this, Tommy.

You blew it!

You...

Lucky punch!

But he's a street fighter, and I told you never to fight a street fight.

Let's get out of here. Come on.

You're always the champ, Rocky.

This is great stuff! Beautiful!

It's Dad! He's on TV! He's fighting. What?

Come on, man!

Balboa, who's your puppet now?

You gotta get up. Get up!

You're out!

If he dies, he dies.

You're the champ. Get up. One more round.

Get up! Don't lay down! Fight hard!

He's no machine. I didn't hear no bell!

Get up, you son of a bitch! Mickey loves you.

I didn't hear no bell.

One more round.

Tommy, get back. You don't need this.

You lose, you're finished. I got one more round. Come on.

I'm not gonna knock you out this time. I'm gonna put you to the street.

One more round.

Come on, Rocky! Come on, Rock!

Come on, get it!

Touch me and I'll sue.

What in the hell you doing? Get up!

Knock that bum out! He took my room!

Jab! Jab!

You're losing everything!

Come on, Dad. Dad, go for it!

Go for it!

Adrian, you were right.

Goddamn!

Only in America.

Hey, Rock. You outclassed the bum, huh?

Come on, don't.

Touch me and I'll sue.

Come on, pug. Touch me and I'll sue.

Sue me for what?

Yo, Father.

I love it when he does that.

We're gonna be late.

Come on, Speedy Gonzalez!

You can do better than that. No way.

I don't know. These steps keep growing taller every year. My goodness!

Look at this thing, kid.

As long as this thing is here, pigeons will always have a place to sit.

I can't believe it. This is where it all started for me.

Running up and down these steps.

Dad, we're gonna be late.

Yeah, okay.

What's wrong with your ear? What's wrong with it?

You got something growing, like a bump.

What bump?

This bump.

Thanks, Dad.

Hey, you deserve it.

Thank you for being born.

Thank you, thank you.

What do you think? The new me?

Well, you look like the daughter that I always wanted.

What are you talking about?

Don't punch me. I'm getting brittle as it is.

Look at this.

I've been running up and down these steps for 20 years...

and I never knew there was valuable pictures in this building.

You're never too old to learn something new.

You're gonna love Picasso.

Yeah, well I love almost everybody.