A legendary actor recalls being surprised byHulk Hoganwhile filming a cult classic movie with 65% on Rotten Tomatoes. Professional wrestler and occasional movie starHogan has passed away from cardiac arrest at the age of 71.

Thanks to the likes of Dwayne Johnson, John Cena, and Dave Bautista, movie audiences have grown used topro wrestlers successfully becoming film stars. Hogan was one of the trailblazers in that regard, parlaying his 1980s wrestling fame into a consequential big-screen acting career.

Thunderlips looking down at Rocky Balboa in Rocky 3

Hogan made his starring debut in the1989 wrestling-themed action movieNo Holds Barred, later headlining such cinematic efforts asSuburban Commando,Mr. Nanny,Santa With MusclesandThe Ultimate Weapon.

But arguably Hogan’s most memorable on-screen appearance came not in a starring vehicle, but in a supporting role in a movie released before the height of his fame, in which he traded blows with a legendary actor playing his most iconic character.

Rocky III - Poster

Sylvester Stallone Was Impressed By Hulk Hogan’s Ability To Pull Punches While Filming Rocky III

Hogan Played Thunderlips In The 1982 Rocky Sequel

The legendary actor in question was Sylvester Stallone, and the movie wasRocky III, in which Rocky agrees to a charity fight against a pro wrestler named Thunderlips, played by Hogan. Posting on social media back in 2024,Stallone recalled sparring with Hogan for the thirdRockyfilm, praising the wrestler’s athleticism and punch-pulling ability(viaCBR):

“WOW, HULK was the best. Fantastic athlete and threw the most amazing punches of all. Because he was bare fisted I could actually feel his punch touching my skin yet he knew just when to pull back… Amazing!”

Stallone has also spoken about the mishaps that occurred during the shooting of the Thunderlips sequence, recalling back in 2017 how Hogan became overzealous while delivering a flying knee, and convinced Stallone his collarbone had been destroyed (viaofficialslystallone/Instagram):

His shinbone actually came down [like a] giant tree on my collarbone, and I tumbled to the floor. I was afraid to look at my shoulder for about 10 minutes … I said “don’t roll me over, don’t move me, " because I was sure there was bone protruding through my upper chest.

How Rocky III’s Hulk Hogan Sequence Fares 43 Years Later

It’s Still Hilarious

Inspired by Muhammad Ali’s famous charity bout with Japanese wrestler Antonio Inoki,Rocky III’s Rocky vs. Thunderlips battle is a deliberately over-the-top bit of comedic tomfoolery. Rocky thinks this charity match is all in good fun, and is shocked when Thunderlips tries to legitimately beat him up.

Rocky IIIgrossed $125 million domestically ($480 million when adjusted for inflation).

After being tossed around by Thunderlips for a while, Rocky collects himself and changes the momentum of the match, using both boxing skills and wrestling moves to get the best of his hulking opponent. It’s funny seeing Rocky challenged by someone who physically dwarfs him,and the tone of the whole fight is lighthearted, even when Thunderlips goes berserk.

Rocky’s battle with Hulk Hogan’s Thunderlips may indeed have been too lighthearted for critics back in 1982, as the silly sequence fed a widely-held opinion thatRocky IIIhad made the franchise too cartoonish. The sequence may indeed work better today than it did when the movie was released.

To audiences back in 1982, the scene felt like a subversion of everything the first twoRockymovies had established. Now, it just plays likea wacky sequence that amusingly parodies the up-from-the-ashes arc of everyRockyfight (and movie), while providing some comedy before the tragic events that later darken the film.

Rocky III

Cast

Rocky III is the third installment in the Rocky franchise, featuring Sylvester Stallone as the titular character. The film follows Rocky Balboa’s journey as he faces a new adversary, Clubber Lang, portrayed by Mr. T. After suffering a major defeat, Rocky seeks to regain his title with the help of his former rival, Apollo Creed. Directed by Stallone, the film explores themes of determination and personal redemption.