Three years and 10 successful title defenses after beating Apollo Creed, with whom he has become great friends, a now wealthy Rocky Balboa is considering retirement. Fame and complacency soon cause Balboa to lose his title to Clubber Lang, who inadvertently causes the death of Rocky's trainer Mickey. Rocky sinks into a depression, and Apollo decides to train Rocky for a rematch against Lang so Rocky can try to win the title back.

Rocky Balboa is enjoying life. He has a lovely wife, Adrian, had a successful fight with Apollo Creed and is able to enjoy the money he earned from the fight and a new endorsement deal. Unfortunately, Rocky becomes embarrassed when failing to complete an advert and ends up working in a meat packing company. He believes that he will no longer have a career as a boxer. Apollo wants to rematch with Rocky to prove all his critics wrong that he can beat Rocky. Can Rocky once again have a successful...

Rocky Balboa is a struggling boxer trying to make the big time, working as a debt collector for a pittance. When heavyweight champion Apollo Creed visits Philadelphia, his managers want to set up an exhibition match between Creed and a struggling boxer, touting the fight as a chance for a "nobody" to become a "somebody". The match is supposed to be easily won by Creed, but someone forgot to tell Rocky, who sees this as his only shot at the big time.