Rocky III is a 1982 American sports drama film written, directed by, and starring Sylvester Stallone. The film is the sequel to Rocky II (1979) and the third installment in the Rocky film series. It also stars Talia Shire, Burt Young, Carl Weathers, and Burgess Meredith. In the film, Rocky Balboa (Stallone) faces stiff competition from Clubber Lang (Mr. T), a powerful new contender, and turns to his old adversary Apollo Creed (Weathers) to help him train.
Development of the film began soon after the release of its predecessor. Stallone began a strict diet and workout regimen in preparation for Rocky III. Despite the returns of the original cast being secured quickly, casting for Lang proved difficult, with real boxers Joe Frazier and Earnie Shavers attached to the project at various points. Mr. T was hired in 1981 after winning America's Best Bouncer, and the film is considered his breakthrough role. Rocky III is the first film in the franchise not solely distributed by United Artists