But, you know, you learn a lot talking to dogs.
- Really, you do. - Yeah, man. So...
Hey, man, how about this one?
He don't look too friendly, my friend.
Man, this is the one. Hey, boy, how you doing?
Hey, what about this one here? Come here, boy.
- Who, him? - Yeah, why not?
Hell, no. That is one ugly dog, man.
I know, but it's kind of a cute ugly. If you look at it closely, the color...
...it looks like old furniture, like some kind of pirate-chest thing going on.
Yeah, sure, man. Hey, so how about a young one?
Steps, forget him. Come over here. I want you to see something.
Now, you notice what this animal is doing here? Lying in that position?
He ain't doing nothing.
No, he's doing a lot. He ain't wasting no energy.
Because he's dead.
He ain't dead. There's a lot of good mileage left on that animal.
Good food, the addition of a couple of new friends, bingo, he's back.
- What do you think is a good name? - It's your dog. You name him.
No. It's, like, a community animal. Fifty-fifty.
Look, I don't know much about no dogs.
Well, it ain't that complicated.
You pet him, you feed him, and nature takes its course.
You know, so... Don't you wanna name an animal?
Every guy should at one time try to name an animal something.
I don't know. Fleabag?
It's catchy. It ain't original, but it's pretty good.
I think you could come up with, in your young brain...
...something better to throw out than fleabag.
Punchy. How's that?
- Punchy? - Yeah, Punchy.
- I like it, you know. - For real?
Yeah, for real. Punchy it is. It's easy to remember, it's not that hard to spell.
And once it's in your brain, you never forget it. Punchy. Very good.
- All right, man. - Good call.
All right, Punchy. You ready to get bailed out, my friend?
Okay.
Hey, you know it was a joke, don't you?
Yeah, I know. You're a very funny guy.
Rocky?
The fans let him know how they feel about it.
- Excuse me. - Sure.
This could get ugly.
- Rock. - Yo, Paulie.
They're gonna be talking about that fake Looney Tune fight.
Hey, come on. We're about to serve today's special.
Italian food cooked up by a bunch of Mexicans ain't so special.
Hey, yo.
Hey, I skipped work for this.
What an ugly dog.
It's a cute dog.
- Hey, Rock. - Yeah?
I'm gonna take off. That stuff back there is pretty cool.
- Oh, you like that? - Yeah, man.
- Thanks, I appreciate it. - I'll catch you later.
All right.
- Who's the criminal? - He's a nice kid.
He dresses like a bum.
Coming from a human hamper, that's quite a compliment.
Hide the silverware.
That's nice.
Hey, Spider.
Didrt you knock out that bum once?
Will you give it a rest?
I'm gonna be late for work for this. Give me a break, huh?
All right. Just for a few seconds.
In the late '60s, a simulated fight took place between two legends...
...Muhammad Ali and Rocky Marciano.
Marciano long retired, and Ali unable to fight legitimately...
...for three years for having refused induction into the armed forces...
...was in need of money, and agreed to the dream match...
...whose outcome would be decided by a computer.
It' almost 35 years since Rocky Marciano...
...won the much-disputed computer decision...
...and guess what? Not much has changed.
Last week, Rocky Balboa won a decisive fight...
See? That's the can'toon fight I'm telling you about.
Yeah.
A stunning knockout.
Keep in mind, this is taking the human factor out of it.
- The computer says Balboa... - Beautiful.
...would be triumphant, KO 13. And here' some of the fallout:
What started as a simple form of entertainment...
...has become a rallying cry for people who think...
...an old-school athlete like Balboa could actually be better.
Computer technology has to create what isn't. That' just not responsible.
Get therapy, will you?
How do you think Balboa would have done against Dixon?
Badly. Personally, I think Balboa was completely overrated.
He owns a restaurant in South Philly.
What' the specialty, pounded chicken?
Anyway, I would have paid to see the fight. Next topic, NAS CAR...
...and the controversy that won't go away.
Let' go back to Sunday' race...
Hey, hey, hey, cheer up.
It's free advertisement. Come on. Meat house calls.
Yo, Robert.
What are you doing out so late?
I tried calling, but nothing was picking up.
- Is something wrong? - I just wanted to come by...
...and see you in person. - Wanna come inside?
No. I just wanna get your opinion on something.
Sure. Opinion on what?
You know, they say you only go around once, right?
- Yeah, I've heard that. - Well...
...I think I wanna, like, do something.
- Like what? - Fight.
You know, nothing big. Small stuff, like locally. You know.
Don't you think you're too, you know, old?
You think you ought to stop trying things...
...because you had a few too many birthdays? I do not.
People will think you're crazy.
What's crazy about standing toe to toe saying, "I am," you know?
That's just ego talking.
What are you trying to prove to other people, Pop?
Prove? Listen, I stopped thinking...
...the way other people think a long time ago.
You gotta think like you think.
- I do. - Do you? Good.
You gotta face reality, okay? It's a different world now.
Only the clothes is different.
I really don't know what you want from me.
I just wanted us to get involved. You know, like, home team.
Look, whatever it is, whatever you're going through, it'll pass.
Yeah, you're probably right.
Time is gonna catch up to all of us.
- Especially if you're standing still. - Hey, come on.
Look, I'm gonna call you in the morning.
- Did you tell this to your kid? - Yeah, I did.
- What'd he think, you're nuts, right? - Yeah.
Oh, well, he don't believe in you? Welcome to my world, buddy.
Rocko, nobody's giving you no title shot.
I know that. I don't want one.
So this isn't a mental disturbance?
No.
You're mad because they took down your statue?
No.
Not really, no.
If it's about money, just hang a sign around your neck saying, "Punch me."
Five dollars, you'll make big money.
What? You haven't peaked yet?
- Peaked? - Yeah, peaked.
I don't know. There's still some stuff in the basement.
- What basement? - In here.
Tell me about the stuff.
- What about it? - Tell me about the stuff inside.
- Is it angry? - Angry?
Are you mad because Adrian left you?
She didn't leave, Paulie. She died.
Okay. Okay, okay, okay.
You know, sometimes it's hard to breathe.
You know, I feel, like, this beast inside me.
It's okay, Rocko. Please, it's okay.
Is it okay?
I just never knew it was supposed to be this hard.
It wasrt supposed to be like this, Paulie. You know, it...
So you wanna come by and help me train?
I got a job here.
I understand.
Remember you said if you stay one place long enough...
...you become that place?
Rocko, this is all I got.
I understand, Paulie. I do.
If you get time and come down and see me train, I'd appreciate it.
Of course, Rocko.
Bye, Paulie.
Goodbye, Rocko.
Take care, Rocko.
This plenary session of the Pennsylvania Athletic Commission...
...is convened in order to consider the application of Rocky Balboa...
...for the issuance of a discretionary professional boxing license...
...due to his ineligibility to be licensed as a matter of right.
Mr. Balboa, you're welcome here. Since you're representing yourself...
...we invite you to make an opening statement, if you'd like to.
No, I was just curious how I did, that's all.
All right, well, the Medical Advisory Board has informed us...
...that the battery of tests to which you've been subjected...
...you've passed these tests with flying colors.
And we congratulate you for that.
- Thanks. - However, this commission...
...in good conscience, cannot recommend you for a license...
...and we therefore deny your application.
- Didrt I do what you asked? - Yes, you did.
So I should get a license, right?
Not exactly.
So why did you give me all them tests if you was never passing me?
We've gotta stand by our decision here...
...and we have to deny your request for a license at this time.
Yo, don't I got some rights?
What rights do you think you're referring to?
Like in that official paper they wrote down the street?
- That's the Bill of Rights. - Bill of Rights.
Don't it say something about going after what makes you happy?
No, that's "the pursuit of happiness." But what's your point?
My point is I'm pursuing something, and nobody looks too happy about it.
But we're just looking out for your interests.
I appreciate that, but maybe you're looking out for your interests more.
You shouldn't ask people to come here and pay the freight on something.
They pay, it still ain't good enough. You think that's right?
Maybe you're doing your job, but why you gotta stop me from doing mine?
If you're willing to go through all the battling to get where you want to get...
...who's got the right to stop you?
Maybe you got something you never finished, something you wanna do.
Something you never said to somebody, something!
And you're told no, even after you pay your dues.
Who's got the right to tell you that? Who? Nobody!
It's your right to listen to your gut. It's nobody's right to say no...
...after you earn the right to be what you wanna be or do what you wanna do!
The older I get, the more things I gotta leave behind. That's life.
The only thing I'm asking you guys to leave on the table is what's right.
Yo! Have you seen the paper today?
Front row. Front row.
That is so great.
- All right, all right. - Let's go get some food. Food.
- Let's get a beer. Come on. - Come on.
The last two pay-per-views were in the toilet.
You're not making heavyweight-championship money.
There's a bunch of nobodies out there, Mase.
I wanna talk to you about an opportunity we should run with.
Look at me. You heard Rocky Balboa applied for a license and got one?
- I heard. Forget about him. - Hear me out.
You want me to fight a guy I can beat with both hands tied behind my back.
Everybody knows you could beat him sitting down. That's not what it's about.
It's about making money. We gotta capitalize on that computer fight.
This could do a million buys. That's 15, 20 million to you.
- Forget it. - No one's beating the door down...
...to watch you fight anymore. - We got guaranteed fights.
You wanna do this now in front of your friends, we'll do it now.
We got nothing. All the pay-per-view fights you come up with got rejected.
You know why? They're all bums out there. Nobody cares about them.
There's no marquee value. But this Balboa thing is interesting.
- I don't wanna do it. - Listen to me.
It's a has-been, never-gonna-be world. Call it nostalgia, whatever you want...
...but people relate to that stuff. This is a no-lose. It's all good.
- Good for who? - For you! Not for me! For you!
Maybe you don't understand. People don't like you no more.
They don't follow you. They're not supporting you anymore. Understand?
Don't look at me like I'm messing with your legacy.
Every jock now thinks they got a legacy.
A legacy is what you get instead of getting paid. That's a legacy.
- Don't talk to me like I'm stupid. - I'm not no more.
Everybody knows you could kick this old mars ass. But you don't.
Leave him with a little dignity, so they say:
"Mason Dixors got compassion. He's a decent guy, he's a nice guy."
You get a whole new audience, we'll double your money.
You want a new image? That's how you get it.
To replace the one that you two made?
Whoa, wait. We made your world green. You made the rest.
This is you. You made all this junk happen.
I've had it up to here with this mess.
Time for me to make changes. I'm going to Martirs gym.
- We'll talk about it. - Forget this crap.
I want Martin back. There's nothing to talk about.
- How you doing? - Hey, what a surprise.
I was driving around the neighborhood, I thought...
...why not drive by and say hello? - You wanna come inside?
No, the dog needs some exercise. You wanna take a little walk?
- Yeah, yeah. All right. - It's nice outside.
- All right. - Nice and brisk.
When did you get a dog?
We picked up Punchy a couple of days back.
- Punchy? - Yeah.
You named your dog Punchy?
Your kid come up with the name.
Oh, yeah? I think that's disrespectful.
Oh, no, no. It's fine, really.
No, it's easy to remember and it's all that, you know.
Listen, what do you think about coming over to the restaurant?
- What for? - Well, you know, for, like...
for work. The hostess is gonna be having a kid. You'd do good.
- I don't know. - I'm telling you, you'd do so good.
I appreciate what you're doing for my kid, but I can't.
Hey, listen, I think you'd like it a lot.
It's a nice environment, it's very pleasant.
Yeah, can we drop it?
What's bothering you?
Nothing. It's all right. Listen, I gotta get back.
- No, it ain't all right. - Oh, come on.
- What? - I'm gonna be the first person...
...people see when they walk in? - You give out menus.
You say, "Hello, how are you?" You sit people down.
Look, if I can do it, anybody can do it.
You could find 10 better people, a hundred better people for this job.
Give it a try, like two weeks.
I don't wanna try.
- Who put this stuff in your head? - Nobody.
Well, it just don't get in there by itself.
Thanks for coming by.
Yo, when was the last time you went dancing? Has it been a while?
- Why are you asking? - I'm asking because...
...you dance around these problems, you might as well dance with me.
I ain't that good, but I'm better than the average bear.
Where that came from, I don't know.
- You're crazy. - A little bit.
But the way you're thinking and talking, it's a little crazy too.
Come on, you deserve better. Really. Come on over.
I need you to class my place up. Philly needs you.
And if you say, "Screw you, creepo" again, I totally understand.
But I'm warning you, I'm gonna put myself...
...in the middle of the street here...
...and stand here, me and Punchy, and wave to the first bus, say:
"Come on over here and mash me!
Little Marie turned down the job at the restaurant.
She thinks she's better than us."
Oh, yeah? Well, there hasn't been a bus down here in 20 years.
- Yeah? - No.
That was a close call.
Listen, seriously. Come on over. It'd be nice.
All right.
Paulie!
Sorry, Paulie.
Sorry.
How are you? Get my unusual up there.
Excuse me. Deliveries are in the back.
I'm not a delivery guy.
Well, do you have a reservation?
Do I look like a freaking Indian?
Hey, Rock? Rocky?
I think we've got a little bit of a problem with this guy.
Problem? No, no, he's just a relative.
Oh, okay.
Yo, Paulie.
- What happened to your eye? - I hit it.
- Why? - Needed to.
What happened?
- I'm celebrating, Rock. - Why?
- I retired. - Retired?
So when did they start giving retired people meat...
...instead of watches, Paulie?
I don't need a watch.
I got a watch! You gave me a watch!
Paulie...
I don't need no goddamn watch.
- Yo, Paulie. - I got a watch!
I got two watches!
Yo, Paulie!
Yo, Paulie.
Rock.
It takes guts climbing back in that ring, knowing you're gonna take a beating.
You're gonna do all right, Rocko.
How do you know that?
The stuff in the basement.
Thanks, Paulie.
- Hey. - Hey, Rock, how are you?
- You okay? - Yeah, good. How are you?
- Yeah, fine. This is great. - Good.
Listen, some guys over there wanna talk to you.
- Okay. You got it. - Okay?
- Thanks for coming by. I appreciate it. - Our pleasure.
- Wanna hear stories? - What kind of stories?
Well, a lot of people like to hear these old fight stories.
- Maybe later. - Okay.
I'm Lou DiBella. This is L.C. Luco. He's Mason Dixors manager.
- Will you sit down and join us? - Sure.
You know, we have the promotional contract for Mason Dixon...
...who's a big fan. - Really?
When he heard you were interested in fighting...
...he thought why not try to work something out?
Like a special event. Like a first-class exhibition fight.
- Why me? - He respects the hell out of you.
All right? And let's be honest, that computer fight got people curious.
- This could be very interesting. - I ain't interested...
...in getting, like, mangled and embarrassed.
No, that's not gonna happen. Never happen.
Truthfully, I was thinking more on a, like...
...miniscule, small level. You know. Small fights, not big fights.
Small fights. Things that... Local. You know what I mean?
Not a bad idea. Don't think of it as big. Think of it like an exhibition.
Think of it as a glorified sparring session. Here's something you'll like.
We're gonna donate a portion of the gate to charity.
- That's always nice. - It's good to give.
Yeah.
Where's it taking place?
- Las Vegas. - Las Vegas.
Nice and warm. This cold's gotta be killing you.
- Little stiff. - You move better when you're warmer.
- Yeah. - And if nothing else...
...you'll have new stories to tell.
- I really gotta think about this. - Absolutely.
- Is that okay? - I understand. No problem.
I'm gonna go over there. You can order something.
- What do you recommend? - It's all edible.
Okay. Thanks.
We got him. Imagine if Dixon met this bastard in his prime?
- He'd kill him. Kill him. - You ain't kidding.
Man, I'm confused.
I didn't think this was gonna come along.
But this is what you wanted, right?
I don't know. You know, I talk and I talk.
Sometimes I think what I'm saying is true...
...and then I look at myself and I'm not even sure what is true anymore.
Because it's like, I pushed this crazy idea about fighting.
I mean, what's it all about?
Do I really care about standing toe to toe and all that stuff...
...or, like my kid says, is it just, like, ego?
Or am I this old pug who's just trying to replace old pain with new pain?
I don't know. I don't know.
Look, I know I usually don't say a lot.
I'm always listening and looking.
But who you are, the part of you that's so full of life...
...we all have that feeling, that fire...
...but usually never get a chance to use it. And then it just goes away.
But you can. You've got this opportunity, so do it. Why not?
I mean, this is who you are. This is who you'll always be.
And you don't move aside for nobody until you're ready to move.
And it doesn't matter how this looks to other people.
All that matters is how it looks to you.
Rocky.
Rocky, look at me.
How it looks to you.
And if this is something that you wanna do...
...and if this is something that you gotta do, then you do it.
Fighters fight.
You're not gonna punch me, are you?
Listen, I gotta go before I wear out my welcome. I'll see you tomorrow.
Thanks.
Fighters fight, right?
It's rare when you get to promote an event bigger than boxing. This is.
Skill versus will, with part of the proceeds going to charity.
The brainchild of Mason Dixon, to honor past heavyweight champions.
Warriors like Rocky Balboa. Let's open it up for questions.
Hey, champ!
A few great fighters have fought in their 50s, often with disastrous results.
Why risk the danger and embarrassment?
The smart money says you have virtually no chance.
A puncher always has a chance. This fight will be competitive.
Why are you doing this, Rocky?
I don't know, I'd rather do something I love badly than...
Than to feel bad by not doing something you love.
Rocky, the press has labeled you a Balboasaurus.
How do you feel about that?
Let's say the following happens: You win, we'll say you beat an old guy.
You lose, say a thumb in the eye, you'll be the joke of the decade.
You all know that will never happen. This is only an exhibition.
Don't go trying to make more out of this than that computer tried.
Isn't this sport in enough trouble without these circus events?
- Next question. - On the surface, this looks like...
...a cheap bit of ring theater between, no offense...
...a has-been and a man whose own credible legacy...
...and popularity is in doubt.
- What's the upside? - Doubt?
Upside? I mean...
What do you mean, upside? I mean, what do I have to do?
You know, I'm 33-0 with 30 knockouts.
I'm doing you people a favor. I'm having this exhibition for you.
You gonna get up here and make a mockery out of me? I'm the champ.
I mean, I get pissed, this guy get hurt.
See you at the fight.
The guy's a joke. He's gonna get crushed.
- Look who's here. - How you doing?
- Have you seen my father? - He's in the back.
This place has never served this many meals. It's unbelievable.
You're doing good? Hope you're enjoying everything, all right?
Excuse me.
How you doing? Glad you come by.
Can I talk with you?
- Sure. - Can we do it outside?
- So you're going through with this? - I start training tomorrow.
Hey, Rock. I made some connections.
I can make some money on this, endorsements.
Absolutely. Do that.
- Thank you, Rock. Okay. - Sure.
- So you nervous about the fight? - Scared to death.
- You don't look scared. - Well, I ain't supposed to.
Then you don't have to do it.
Yeah, well, I think I do.
You know, living with you, it hasn't been easy.
People see me but they think of you.
Now with all this going on, it's gonna be worse than ever.
- It don't have to be. - Sure it does!
- Why? You've got a lot going on, kid. - What, my last name?
That's the reason I got a decent job.
That's why people deal with me in the first place.
Now I start to get a little ahead...
...I start to get a little something for myself, and this happens.
Now, I'm asking you as a favor not to go through with this.
This is gonna end up bad for you, and it's gonna end up bad for me.
- You think I'm hurting you? - Yeah. In a way, you are.
That's the last thing I ever wanted to do.
I know that's not what you wanna do, but that's just the way that it is.
Don't you care what people think? Doesrt it bother you that people...
...are making you out to be a joke and that I'll be included in that?
Do you think that's right? Do you?
You ain't gonna believe this, but you used to fit right here.
I'd hold you up and say to your mother:
"This kid is gonna be the best kid in the world.
This kid is gonna be somebody better than anybody ever knew."
And you grew up good and wonderful.
It was great just watching, every day was like a privilege.
Then the time come for you to be your own man and take on the world...
...and you did. But somewhere along the line, you changed.
You stopped being you.
You let people stick a finger in your face and tell you you're no good.
And when things got hard, you started looking for something to blame...
...like a big shadow.
Let me tell you something you already know.
The world ain't all sunshine and rainbows.
It's a very mean and nasty place, and I don't care how tough you are...
...it will beat you to your knees and keep you there if you let it.
You, me or nobody is gonna hit as hard as life.
But it ain't about how hard you hit. It's about how hard you can get hit...
...and keep moving forward.
How much you can take and keep moving forward.
That's how winning is done!
If you know what you're won'th, go and get what you're won'th.
But you gotta be willing to take the hits, and not pointing fingers...
...saying you ain't where you wanna be because of him or her or anybody!
Cowards do that, and that ain't you! You're better than that!
I'm always gonna love you no matter what.
No matter what happens.
You're my son and you're my blood.
You're the best thing in my life.
But until you start believing in yourself, you ain't gonna have a life.
Don't forget to visit your mother.
- Yeah, those are beautiful. - Yeah.
- You get off early from work? - No.
I left.
I quit.
Quit, why?
I wasrt very...
I don't know, I just... I didn't fit in there.
I understand.
- So, what are you gonna do? - Right now?
Right now I'd rather be with you.
Is that all right?
Yeah.
It's been a long time since I seen a fight.
You know all there is to know about fighting...
...so there's no sense us going down that same old road again.
To beat this guy, you need speed. You don't have it.
And your knees can't take the pounding, so hard running is out.
And you got arthritis in your neck. And you've got calcium deposits...
...on most of your joints, so sparring is out.
I had that problem.
So what we'll be calling on is good old-fashioned blunt-force trauma.
Horsepower. Heavy-duty, cast-iron, pile-driving punches...
...that will have to hurt so much they'll rattle his ancestors.
Every time you hit him with a shot...
...it's gotta feel like he tried kissing the express train.
Yeah! Let's start building some hurting bombs.