ROCKY III 1982
Sylvester Stallone (Rocky Balboa), Carl Weathers (Apollo Creed), Burgess Meredith (Mickie), Mr. T (Clubber Lang), Talia Shire (Adrian), Burt Young (Paulie), Tony Burton (Duke), Hulk Hogan (Thunderlips)
Directed by Sylvester Stallone
"Three years ago, you was supernatural. You was hard, and you was nasty... and ya' had this cast iron jaw... but then, the worst thing happened to you that could happen to any fighter.... you got civilized."
The Short Version: The ROCKY series got the Eye of the Tiger with this sequel, and kept it for one more round before the series stumbled with audiences. Stallone's third directorial gig was a rarity among movie sequels in that it surpassed the box office of its predecessors. Usually three-quels go down for the count, but this one pulled out the ol' Rope-a-Dope strategy. It not only gave fans some instances of tearjerking and adrenaline racing moments, but introduced Mr. T as the hungry, fool pitying fighter, Clubber Lang. Having gone the distance since its release, ROCKY III is a fight film worth the ticket price.
Riding a wave of successful title defenses and the wealth that comes with it, Rocky Balboa enjoys the fruits of his labor while unwittingly losing the determination that took him to the top. Meanwhile, a new, hungrier opponent named Clubber Lang steadily climbs in the rankings, vying for Rocky's world title.
Rocky Balboa returned for a third round in this ferociously entertaining second sequel. Stallone delivered a three punch combo starring, writing, and directing -- the third time he would do so in his career up to that point. It's another testament to the actors versatility and ability to fashion a polished product with that level of consistency. Audiences reacted in a big way, making Balboa's third box office battle a champion for cash registers the world over. 
ROCKY III entered the theatrical ring on May 28th of 1982, and knocked
out its predecessors at the box office with over $124,000,000
domestically and some $270,000,000 globally. This was at a time when a
lot of movies didn't pass the hundred million mark by domestic gross alone. One of the keys to its
success is in its script. There's a likable hero, a formidable villain, a
set-up for a fall, redemption for the hero; and holding it together are
some instances of comedy, shock and poignancy, and lots of feel-good moments accompanied by an adrenaline pumping score; to top it off this is the movie that gave us the ultimate song to pump iron by, Survivor's 'Eye of the Tiger'.
Stallone was unique in the canon of Hollywood Tough Guys in the respect that he controlled multiple aspects of the films he appeared in. He focused primarily on writing the scripts for his movies post ROCKY IV (1985), leaving the directing to others, although he would sporadically revisit the directors chair over the years. Two of the franchises he was crucial in building are two of the most profitable in cinema history, those being Rocky and Rambo. Part of that success is a reflection of the time period. The former represented the undaunted human spirit, overcoming odds, and attaining goals; the latter was symbolic of the strength, patriotism, and superiority of the US military at that time. Nowadays everything is all doom and gloom; but back then, self-confidence, strength through adversity, and pride in country were ways of life.
The Rocky Balboa of ROCKY III is possibly the most complex of the six films the character featured in. He's not forgotten the fans that helped him accomplish his loftier ambitions, but he has forgotten the burning desire that made him champion. Having attained his riches through determination and hard work, he loses that edge. It's a flip-flop of the Balboa seen in the two previous movies. Rocky's image is everywhere -- advertisements and TV programs. He's no longer the guy pounding frozen slabs of beef in a cold storage, he's the guy who could own the cold storage. Fattened up from the spoils of boxing, that hunger that led him to fame now resides within another, brutish boxer, Clubber Lang."I can't be beat, and I won't be beat. This time I'm gonna train even harder. There won't be no quick knockdowns. I'm gonna torture him. I'm gonna crucify him... real bad."
Mr. T (real name Laurence Tureaud) makes an impressive, memorable debut as the Southside Slugger, Clubber Lang. He brings the pain; and in addition to packing a flurry of powerful punches, he's armed with a litany of classic, quotable Tough Guy lines. He has zero respect for the Italian Stallion, but as he makes clear, he doesn't hate Balboa, but he pities the fool. Clubber strikes an imposing figure with his Mohawk and feather earrings; these and an array of gold accouterments became signatures of Mr. T once his popularity exploded after THE A-TEAM hit the airwaves in 1983.
Before becoming a media and pop culture sensation, Mr. T was a bouncer and bodyguard for an assortment of high dollar clientele including boxers Muhammad Ali, Leon Spinks, and Joe Frasier. His nasty, yet colorful Clubber personality paved the way for a few decades of success for Tureaud, as well as being a role model for legions of kids. By the mid 1980s, Mr. T was everywhere. There was a menagerie of Mr. T toys, clothing, cartoons, even a Mr. T cereal! A motivational speaker, Mr. T was the host of the 1984 video, BE SOMEBODY... OR BE SOMEBODY'S FOOL! The theme of the production, while non-existent nowadays, was typical of the day in reaching out to kids by teaching them to respect their elders, families, and to have confidence in themselves.
If Mr. T weren't already an American phenom, he counted professional wrestling among the areas where he left his mark. Having first appeared in what was then known as the World Wrestling Federation (WWF, now WWE), he also showed up on two other big promotions -- in Texas, World Class Championship Wrestling (WCCW), and in the 90s, at World Championship Wrestling (WCW).
Speaking of wrestling, another future icon made their debut in ROCKY III in the form of WWF's Hulk Hogan. Playing a flamboyant brawler dubbed Thunderlips, Rocky is set to face him in a 'Boxer vs. Wrestler' exhibition match for charity. Hogan announces himself as "the ultimate male versus the ultimate meatball". This is one of the funniest parts of the film as well as one of the best shot and edited. It's one of the things about ROCKY III that takes it out of the realm of serious drama and turns it into amusing entertainment. The Hulkster really comes across as a monster, making Stallone look like a featherweight. 
In 1976, a similar exhibition had been set up between American boxing champion Muhammad Ali and Japanese wrestling superstar Antonio Inoki. The match was highly touted, with audience anticipation off the charts. Unfortunately, the result was more miss than hit. Originally intended as a real fight, the rules ended up being changed multiple times. None of the paying customers were aware of the restrictions placed on Inoki before the fight; and while the fans were the real losers that night, neither Ali nor Inoki came away unscathed. Despite Ali and Inoki pocketing 6 and 4 million respectively, Inoki broke his right leg while Ali's leg Inoki kept kicking got infected and nearly ended up being amputated. Thankfully, the bout seen in ROCKY III was far more satisfying.
Carl Weathers returns once more as Rocky's former nemesis, Apollo Creed. This time Creed takes up the mantle of training Balboa. The hook in ROCKY III is the death of one of the main characters. Most everyone should have seen the movie by now, so it's safe to say that Apollo becomes the new Mickie, but minus the deep, guttural voice and crotchety old man behavior. Mickie (Burgess Meredith) was like a father to Rocky, but Apollo, once taking over as trainer, becomes Rocky's most trusted friend. This new arc between the two former rivals is where the film reaches its macho apex. It's also interesting because it's like Rocky is starting over again from a professional boxing standpoint. A chapter ends and a new one begins. 
The segment of the movie where Mickie dies is an incredibly powerful moment. The arc between manager and the managed had been built up over the
course of the previous two movies. A great deal of time was spent
watching this relationship grow, so to see it end in this manner was a
bit of a shock. Balboa's loss is summed up in a tracking shot from inside the mausoleum where Mickie is interred to Rocky parked on his motorcycle outside after hours. There's no dialog, and Stallone sells it with facial expressions while a sad piano driven cue plays on the soundtrack. It's like a trusted dog mourning his dead master. He then rides over to his bronze statue at the Philadelphia Museum of Art. He stares at it, seeing the image of the champion he once was. He feels anger and guilt over losing Mickie and feeling like his run as champion has been a lie. It's at this point Apollo re-enters Rocky's life to offer redemption for the fallen fighter.
All this drama and personal loss leads to the return engagement in the ring against Clubber Lang. Stallone and his crew have meticulously built up this monumental battle of good and evil by making their villain so over the top, so brutal in his boxing style the audience isn't so sure Rocky will come away a winner even though we know he will. Not every movie can do that, but this one does. The fight itself is a marvelous piece of choreography. Clubber is a power puncher; he puts all his force behind every swing. He goes for a quick knockout every time. The sound effects reflect this. The sounds of his punches landing have a punishing, bone-breaking resonance to them. He's sort of a precursor to Mike Tyson. Meanwhile, Rocky's swings are more frequent, yet less devastating. Unlike the previous movies and ROCKY IV, this match doesn't go the distance. For the return fight, Rocky floats like a butterfly and stings like a bee, initializing the ol' Rope-a-Dope maneuver to outwit, outlast, and outswing his opponent.
ROCKY III's got it all and then some. It took the dramatic elements of the previous entries and made escapist entertainment out of them. Packed with memorable lines, some welcome comedic touches, speeches that wanna make you go out and realize a dream or two; not to mention the epitome of macho anthems and Bill Conti's iconic score, Stallone showed off his filmmaking muscles for this very successful series.
This review is representative of the MGM Blu-ray.