After winning the heavyweight title, Rocky takes advantage of his newfound wealth and fame, appearing in multiple advertisements & television programs, and relishing his new celebrity. After defending the title multiple times, he is prepared to retire, but the #1 contender, Clubber Lang (Mr. T), challenges Rocky publicly. Rocky, after dealing with Mickey's heart attack prior to the fight, is overpowered by the stronger, hungrier Lang and is knocked out in the second round. Mickey passes away after the fight, and old rival Apollo Creed steps in, training Rocky to fight more in Creed's old style (and in his old Los Angeles gym) and use more guile and skill. In the rematch, Rocky outboxes Lang, tiring the stronger fighter out and eventually knocking him out in the third round. After the fight, Rocky owes Apollo a "favor", which is a one-on-one match between the two of them with no cameras, no media, just man vs. man in the gym. It is not known who wins the match.