"Of all the "Rocky" films, it seems that "Rocky III" and "IV" are the most reviled amongst the critics - not the fans, but the critics. The fans actually seem to love "III" and "IV" the most of the series. However, it is obvious upon viewing that "III" is the beginning of the downslide of the series. For the first time, Stallone substitutes raw action-film violence for character development, and proves to be one of the more cartoonish entries in the bunch. That being said, there are many good things here: The basic thematic thrust of the film - that in complacency lies death, and that you must be challenged to remain alive - is both valid and current. Suddenly, in this second fight with Clubber, we are dealt an entirely different Rocky, a Rocky who is very insecure and has to believe in Apollo in order to recapture his past glory."