Sylvester Stallone, Talia Shire, Burgess Meredith, Carl Weathers and Mr. T. star in the third installment in the series that finds fame and fortune going to Rocky’s head.

As the reigning heavyweight champ, Rocky has grown older and softer. Although he has been victorious in ten successive matches, he has let money and celebrity sap his fighting spirit. Which is fine, until he faces a title challenge from James “Clubber” Lang.  

Mickey immediately threatens to quit as Rocky’s trainer if he agrees to the match. He tells Rocky that the other matches he fought as champion were with “good fighters, but not killers” like Lang. Rocky is angry with Mickey for doubting him, but he still talks Mickey into training him for just one more fight.

Unfortunately, one thing becomes immediately clear: Rocky doesn’t train with the same intensity that he had when he was a young, hungry nobody. As a result, he loses his title to Clubber Lang in the most humiliating way: by KO in the second round. To make matters worse, Mickey dies of a heart attack after the match.

Despondent and lost, Rocky walks the streets of Philadelphia until he reaches the old abandoned gym where Mickey used to train him. He goes inside and finds Apollo Creed, who tells him that in order to win, he must get his “fire” back.

With Apollo Creed as his new trainer, Rocky goes back to basics, trains hard, and adds some of Creed’s boxing techniques. Soon, Rocky rediscovers “the eye of the tiger” as he marches towards destiny.

With Apollo in his corner, Rocky steps into the ring again with a killer called Clubber. Does he have what it takes to reclaim his title—or will Lang knock him to the matt once and for all?