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 411mania » Movies » Columns



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Scene Anatomy 101: Rocky III
Posted by George H. Sirois on 12.13.2006





What happens when the main character in a series has already accomplished everything that he or she needs to do? One would think that when that happens, the series is over. But in the case of the character Rocky Balboa, to paraphrase The Carpenters, he'd "only just begun." Considering everything we've seen Rocky go through in the first two films, there was no way Sylvester Stallone was going to just let him ride off into the sunset, never to be seen again. Now that he's won the Heavyweight Championship of the World, what was he going to do with it? Or better yet, what was everyone around going to have him do with it? That question – along with plenty more – is answered in the 1982 hit…



There are two major elements that make up the first segment of Rocky III. The first, obviously, is the reason why every one of us at 411mania is here, and that's the charity fight between Rocky Balboa and the wrestling heavyweight champion of the world: "the ultimate object of desire, the mountain of molten lust, the one, the only… Thunderlips!" Thanks to Stallone writing and directing this sequence, and bringing in Hulk Hogan to play the part of "the ultimate male," professional wrestling stepped in and, well, here we all are today.

The other major element takes place before that fight, right after we see Rocky winning the championship at the end of Rocky II. We see a montage showing Rocky fighting ten different opponents and knocking out each one. Mickey set him up right, showing that he's a fighting champion and would meet every challenge in front of him. Meanwhile, while Rocky is winning fight after fight, we see another challenger moving up the ranks. This is Clubber Lang (played by Mr. T in his first role), a mean and hungry fighter from Chicago who punishes every opponent he ever faces. These shots are cross-cut with Rocky not only winning fights, but doing commercials (properly this time, since he can now afford help with his reading), appearing on The Muppet Show, and riding around on his motorcycle with Adrian. They now have a mansion, they moved Mickey in to his own room, and their kid will have all his wants and needs met.

Rocky's able to enjoy the spoils of victory, but by doing so, he's getting soft. Just like Survivor says in "Eye of the Tiger" – the song that plays during the montage – "So many times, it happens too fast, you trade your passion for glory," and that's just what's happening here. Fortunately for Rocky, Mickey has been watching Clubber Lang's progress and as soon as he becomes the Number 1 Contender, Mickey and Adrian believe that the time has come for Rocky to step down and retire from boxing. He's gotten everything he can out of the sport and now it's time for someone else to reach their goals as he did.

So during a special ceremony at the Philadelphia Museum of Art to commemorate Rocky's achievements – and to unveil a statue at the top of the stairs in his honor – Rocky uses this moment to thank everyone that helped get him to the top and then announce his retirement. Unfortunately, Clubber Lang is at the ceremony and he calls out Rocky, accusing him of only fighting set-ups and not having any guts to fight him. Mickey verbally berates Lang, calling him a disgrace to this sport and refusing to give him a shot at the title. When Rocky decides that he wants to fight him – just to be the champion he feels he is and meet any challenge – Mickey tells him that, if Rocky does this, he'll do it alone, and walks off.

By the time the ceremony is over, the bout is set for Rocky to have his last fight against Clubber Lang, and Rocky is furious at Mickey. When he gets back to his mansion, he walks right up to Mickey's room. He slams the door when he walks in, watching Mickey gathering up his belongings.

ROCKY: Why'd you leave? Why'd you walk away like that?

Mickey doesn't even look at Rocky. He's too busy putting his stuff in his suitcase.

MICKEY: Life's too short, kid.

ROCKY: Where are you going?

MICKEY: I'm going… on a permanent vacation.

ROCKY: What are you talking about? We got one more fight.

Mickey looks up at Rocky and points to him. He has to let him know he's in this career suicide alone.

MICKEY: No, no. Not we. You.

Rocky is stunned at this. They've been in this together for so long now, and all of a sudden, Mickey bails out when the situation looks the slightest bit tough.

ROCKY: Why you doing this?

No answer from Mickey. He just keeps packing. Rocky walks over to him and slams the suitcase shut.

ROCKY: I said, why you doing this?!

Mickey looks up at him and tells his fighter like it is. No use dancing around the subject.

MICKEY: Because you can't win, Rock! This guy'll kill you to death inside of three rounds!

ROCKY: You're crazy!

MICKEY: What else is new?

Mickey looks away, but Rocky's still adamant about Lang.

ROCKY: He's just another fighter.

Not from what Mickey's been seeing in him.

MICKEY: No, he ain't just another fighter! This guy is a wreckin' machine! And he's hungry. Hell, you ain't been hungry since you won that belt!

ROCKY: What are you talkin' about? I've had ten title defenses!

MICKEY: That was easy!

ROCKY: What do you mean, easy?

MICKEY: They was hand-picked!

This hits Rocky like a shot to the jaw. Is everything that Lang has been saying about him right? Was he only taking the easy way out, "fighting over bums?"

ROCKY: Set-ups?

MICKEY: No, they weren't set-ups. They was good fighters, but they wasn't killers like this guy. He'll knock you into tomorrow, Rock!

Rocky suddenly realizes that while he may have looked like a pro-active character, taking on all the challenges that come to him, Mickey has been behind the scenes picking out each opponent. All this time, in this big mansion, he's felt like this great winner and conquering hero, but he's been taking the easy way through his title reign without even knowing it.

Rocky sits down. This is an awful lot to take.

ROCKY: Jesus, Mick. Why'd you do it?

Mickey sits down beside him. He needs to explain why he had to do it like this.

MICKEY: Because the beating that you got from Apollo should've killed you, kid, and it didn't. It was my job to keep you winning and to keep you healthy.

He definitely did that job well. Thanks to Mickey's selections, Rocky never received the kind of beating that Apollo gave him in both of those fights. But it's still something that Rocky can't shake now that he knows all about this.

ROCKY: You really don't think I got nothing left, do you?

Mickey tries to explain it the best way he could, choosing his words carefully to assure Rocky he did the right thing. He also has to remind Rocky how far he's come in just a few years.

MICKEY: Well, Rock… let's put it this way. Three years ago, you were supernatural. You was… you was hard and you was nasty, and you had this cast-iron jaw. But then… the worst thing happened to you that could happen to any fighter. You got civilized. Well… presidents retire. Generals retire. Horses retire. Men of war retire. They put them out to stud. That's what you should do now, retire.

Mickey's making great points, showing that he's only looking out for Rocky's best interests, but Rocky's pride just keeps getting in the way.

ROCKY: I can't retire knowing all this, Mick.

MICKEY: It's not like that.

ROCKY: No, you been carrying me.

MICKEY: We don't need it.

ROCKY: You been carrying me, though.

He doesn't get it, just like he didn't get it when Mickey was trying to convince him his fighting career was over after the first fight with Creed.

MICKEY: I ain't been carrying you. I've been protecting you.

But that's not good enough for Rocky. If he can get past this one last fighter, then he'll have proved to himself that he was worthy to carry the belt for as long as he has.

ROCKY: No, it's just… I want this fight. Just one more.

MICKEY: We don't need it.

ROCKY: I'll live in the gym.

MICKEY: We don't need it.

ROCKY: Mick, I do. Now, I'm asking you to train me this one last time.

Mickey hesitates, but Rocky has one last trick up his sleeve to keep his trainer.

MICKEY: Awww…

ROCKY: If you don't… I'll tell everyone you haven't bought a new pair of underwear in ten years.

That got him. Mickey smiles and nods his head.

MICKEY: You would, wouldn't you?

ROCKY: Yeah. Absolutely.

MICKEY: No…

One last push from Rocky and he's got him onboard.

ROCKY: Come on, one more time. Then it's over. Deal?

MICKEY: It's your head, kid. It's your head.

Rocky smiles as he puts his arm around Mickey. This is literally once more unto the breach for the both of them.

ROCKY: Yeah, it is. Thanks, Mick.

Unfortunately, the very next scene, we see that Rocky and the media have turned the training sessions for this fight with Lang into a full-fledged public spectacle. Rocky shirts, dolls, gloves, and other apparel are for sale, the street crooner from the old neighborhood (Stallone's brother Frank) is singing with back-up dancers, and girls are constantly stopping Rocky just to get a kiss (much to Adrian's chagrin).

How can anyone focus in an atmosphere like this? Mickey knows this doesn't bode well for his fighter, and meanwhile Clubber is training all by himself in the gym, pushing himself harder and getting meaner. By the time the fight comes, Lang confronts Rocky in the back and shoves Mickey against the wall while trying to get to him. This causes Mickey to have a massive heart attack right before the beginning of the fight.

And as now-retired former champion Apollo Creed watches from the commentators' table, the weak opponents, the unfocused training and his manager dying in the back have all brought Rocky's chances of winning this fight down to nothing. In the second round, Clubber Lang shakes off all of Rocky's punches and furiously knocks him out. And to make matters worse, Mickey dies backstage right after Rocky makes his way to him. To put his mind at ease, Rocky tells Mickey he knocked out Lang even though it was really the other way around.

Everything that Rocky believed he was is a lie. After beating ten lesser fighters, he had a chance to validate everything he'd done by beating Clubber Lang and he failed. In his mind, he has been exposed as a fraud, as artificial as the statue of him still standing at the Philadelphia Museum.

The only place for Rocky to go is Mickey's gym. It's dark, it's quiet, there isn't a soul there. The only light comes from outside. Rocky walks up to one of the bags and gives it a good hard punch. Just as he does, he hears a very familiar voice from behind him.

VOICE: That's not the way to do it.

Rocky quickly turns around.

ROCKY: Who's that?!

Apollo Creed steps out of the darkness he was standing in and into the light.

APOLLO: You should hit it straight, step into it.

ROCKY: Apollo?

APOLLO: Right. I waited at your house for about an hour. Your wife said you'd be here.

ROCKY: What are you doing here?

APOLLO: Business.

What Apollo is doing is what he has always been doing for the entire franchise: being a pro-active character. He gave Rocky the chance of a lifetime with his first challenge. Then he forced Rocky back into the ring for the rematch. And now he has to persuade Rocky to not only take another shot at beating Clubber Lang, but to allow Apollo to train him for this fight.

Time passes, and we see the two former champions standing in the ring together. Apollo has laid out his proposal to Rocky already.

ROCKY: If the papers knew we was talking like this, they'd think we was crazy. Why you?

APOLLO: Because I'm the best and you need someone to teach you different.

Apollo's never been the modest type.

ROCKY: Why?

APOLLO: Well, to be honest, I don't think you could pull it off without me, Rock.

Again, Apollo's never been the modest type.

ROCKY: You didn't answer my question, Apollo. What's the real reason?

As a reason, Apollo looks around the empty gym. He's been out of the ring for so long and you can see it in his eyes that he really misses the action. He wants to be involved in any way possible, just to get a hint of the former glory.

APOLLO: Listen… it's quiet, isn't it? When you retire, it's too quiet. Man, we're too young to retire, anyway. Besides, with the right touch, I could promote this thing into the biggest gate of all time. It'd be bigger than ours. Heaven knows, I don't mind being involved with large numbers, right?

But the light's gone out of Rocky's eyes. He's had enough with being led around by everyone around him. And considering the one time he followed through with something he wanted to do in this sport, he got humiliated, it's best for him to cut his losses and walk away now.

ROCKY: I don't need this no more. I… I don't want this no more.

But that kind of answer is completely unacceptable to Apollo. He steps forward and bares his soul… as much as possible. Anything to get Rocky to come aboard.

APOLLO: Look man, when you beat me, I heard all over and I didn't want to know from nothin' or nobody, not even my kids. Hell, every fighter knows that hurt. And we get sick inside trying to live with it, so don't back off now. Make it right for yourself! Or you'll be sorry you didn't.

What Apollo is saying is that he knows exactly what Rocky's feeling right now, since he felt it himself three years before. He would still be the champion, if only he didn't push so hard for Rocky to get back in the ring with him. He would have won the rematch if he didn't try so hard for the knockout. But his pride cost him both the match and the title, just like Rocky's pride cost him his match with Lang.

Rocky looks down at the floor. Apollo definitely touched a nerve, as Rocky's apparently already starting to regret his decision to walk away. Apollo smiles as he remembers the feeling of having that championship belt in his possession.

APOLLO: We held the greatest title in the whole world, babe.

And then, just like that, Apollo points out what doomed Rocky in that last fight, and he's not going to be all that nice about it.

APOLLO: You lost that fight, Rock, for all the wrong reasons. You lost your edge!

Rocky looks up at Apollo, as if to say he has no idea what he's talking about. Apollo quickly backtracks.

APOLLO: Alright, I know your manager dying had you all messed up inside. But the truth is, you didn't look hungry.

Just like what Mickey saw in him. Before the fight with Lang, Mickey told him he hasn't been hungry since he won the championship from Apollo. And now, here's Apollo himself telling him the same thing, but after he says that, he quickly throws Rocky a reminder of the man he once was.

APOLLO: Now, when we fought, you had the Eye of the Tiger, man. The edge! And now you gotta get it back, and the way to get it back is to go back to the beginning. You know what I mean?

Apollo pauses as he smiles, thinking about the belt again.

APOLLO: Maybe we can win it back together. Eye of the Tiger, man.

Apollo sees this as his own chance for redemption as much as Rocky's.

ROCKY: Why'd you have to come here?

APOLLO: I have the plan. Get it back.

Rocky nods, contemplating what Apollo has in mind.

ROCKY: You got me curious.

Apollo nods back.

APOLLO: You got me curious, Rock.

Once again, Apollo's pro-activeness pushes Rocky back into the ring. But this time, as the training begins, Rocky's self-doubt and fears are slowing him down. The early sessions are filled with nothing but frustration for both men, but Rocky doesn't let out his fears until he is confronted by Adrian. Once she re-assures him that he's the only one that he has to fight for, he is finally able to go along with Apollo's training and completely re-invent himself. He stopped being a fighter going along with someone else's plans; now he's going after Clubber Lang not only as Apollo's protégé, but as a pro-active character.

Next week, the evolution of a champion continues. And this time, he'll push himself harder than ever, not for his pride, not for the championship, but for his friend.

Until then, Class Dismissed!


-- George H. Sirois


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