- Rocky: I can't do it.
- Adrian: What?
- Rocky: I can't beat him.
- Adrian: Apollo?
- Rocky: Yeah. I been out there walkin' around, thinkin'. I mean, who am I kiddin'? I ain't even in the guy's league.
- Adrian: What are we gonna do?
- Rocky: I don't know.
- Adrian: You worked so hard.
- Rocky: Yeah, that don't matter. 'Cause I was nobody before.
- Adrian: Don't say that.
- Rocky: Ah come on, Adrian, it's true. I was nobody. But that don't matter either, you know? 'Cause I was thinkin', it really don't matter if I lose this fight. It really don't matter if this guy opens my head, either. 'Cause all I wanna do is go the distance. Nobody's ever gone the distance with Creed, and if I can go that distance, you see, and that bell rings and I'm still standin', I'm gonna know for the first time in my life, see, that I weren't just another bum from the neighborhood.
- Rocky: I been comin' here for six years, and for six years ya been stickin' it to me, an' I wanna know how come!
- Mickey: Ya don't wanna know!
- Rocky: I wanna know how come!
- Mickey: Ya wanna know?
- Rocky: *I wanna know how*!
- Mickey: OK, I'm gonna tell ya! You had the talent to become a good fighter, but instead of that, you become a legbreaker to some cheap, second rate loanshark!
- Rocky: It's a living.
- Mickey: *It's a waste of life*!
- Paulie: [talking about Adrian] You like her?
- Rocky: Sure, I like her.
- Paulie: What's the attraction?
- Rocky: I dunno... she fills gaps.
- Paulie: What's 'gaps'?
- Rocky: I dunno, she's got gaps, I got gaps, together we fill gaps.
- Paulie: Are you ballin' her?
- Rocky: Hey.
- [punches Paulie in the shoulder]
- Rocky: Hey, you don't talk dirty about your sister.
- Paulie: Are you screwing my sister?
- Rocky: You see, that's why I can't connect you with Gazzo. You know that, Paulie. Because you got a big mouth. You know, you just talk too much.
- [Last lines; Adrian snuck inside the ring]
- Rocky: Adrian! Adrian!
- Adrian: Rocky!
- Rocky: Adrian!
- Adrian: Rocky!
- Rocky: Hey, where's your hat?
- Adrian: I love you!
- Rocky: I love you.
- Adrian: [grabs and hugs Rocky] I love you!
- Rocky: [out of breath] I love you. I love you.
- Adrian: I love you!
- Rocky: I love you. I love you.
- Adrian: I love you!
- Rocky: Took you long enough to get here. Took you ten years to get to my house. Huh, what's the matter? You don't like my house? Does my house stink? That's right-it stinks! I didn't have no favors from you! Don't slum around me. Talkin' about your prime. What about my prime, Mick? At least you had a prime! I didn't have no prime. I didn't have nithin'! Leg's are goin', everything is goin'. Nobody's getting' no nothin'. Guy comes up, offers me a fight. Big deal. Wanna fight the fight? Yeah, I'll fight the big fight. I wouldn't wanna fight. Know what's gonna happen to me? I'm gonna get that! I'm gonna get that! And you wanna be ringside to see it? Do ya? You wanna help me out? Huh? Do you wana see me get my face kicked in? Leg's ain't workin', nothing's workin', but they go, "Go on, fight the champ." Yeah, I'll fight him. Get my face kicked in. And you come around here. You wanna move in here with me? Come on in! It's a nice house! Real nice. Come on in and move. It stinks! This whole place stinks. You wanna help me out? Well, help me out! Come on, help me out. I'm standin' here!
- [Paulie overhears Rocky and now he's angry and hurt]
- Paulie: I don't want nothin' from you. I don't want nothin' from you. This ain't no charity case. Get outta my house.
- Adrian: It's not just your house.
- Paulie: [to Rocky] You ain't no friend no more. Get outta my house, I just says.
- Adrian: Don't talk to him like that.
- Paulie: Both of you get out of my house.
- Rocky: Yo... It's cold outside, Paulie.
- [drops his hat; getting angrier, Paulie grabs his bat]
- Paulie: I don't want you messin' her, and I don't raise you to go with this scum bum! Yeah? Come on! You wanna hit on me? Come on! I'll break both your arms so they don't work for ya!
- [Paulie smashed a lamp, then a dinner tray; Adrian screams]
- Paulie: [screaming] That's right! I'm not good enough to meet with Gazzo...
- [Paulie spits]
- Paulie: ...that's what I think of Gazzo! Now you're a big-shot fighter on your way up, you don't even throw a crumb to your friend Paulie! When I go out and get your meat every morning! You forgot that! Then I even give you my sister, too!
- Adrian: Only a pig would say that!
- Paulie: I'm a pig? A pig gives you the best?
- Paulie: [smashing a coffee set] You're such a loser! I don't get married because of you! You can't live by yourself! I put you two together! And you - don't you forget it! You owe me! You owe me!
- Adrian: [freaking out] *What do I owe you*?
- Paulie: [crying] You're supposed to be good to me.
- Adrian: *What do I owe you, Paulie? What do I owe you*? I treat you good! I cook for you! I cleaned for you! I pick up your dirty clothes! I take care of ya, Paulie! I don't owe you nothin'! And you made me feel like a loser! *I'm not a loser*!
- Rocky: Hey, yo, Mike, whose lock is this? Whose stuff is this in my locker?
- Mike: It's Dipper's stuff. It ain't your locker no more.
- Rocky: Whatta ya talkin' about it ain't my locker no more? It's been my locker for six years. Where's my gear?
- Mike: Mickey told me to bag it. Hang it.
- Rocky: You put my stuff on skid row? I been in that locker six years; you put my stuff in a bag on skid row?
- Mike: Mickey tells me what to do. I gotta do it, right, Rock?
- Rocky: Where is he?
- Mike: Working with Dipper. He's in a baaad mood.
- Rocky: So am I.
- Mickey: [to Rocky, after round 1 with Apollo] Keep hittin' 'em in the ribs ya see? Don't let that bastard breathe!
- Apollo: Stay in school and use your brain. Be a doctor, be a lawyer, carry a leather briefcase. Forget about sports as a profession. Sports make ya grunt and smell. See, be a thinker, not a stinker.
- [the 15th and final round of the fight has ended; reporters climb into the ring for interviews]
- Fight Announcer: [interviewing Rocky] It was chaos. Rocky, you went the distance. You went the fifteen rounds. How do you feel?
- Rocky: All right!
- Fight Announcer: What were you thinking about when that buzzer sounded?
- Rocky: [yelling] Adrian!
- Fight Announcer: What were you thinking when the fifteenth...
- Rocky: What? Adrian!
- Adrian: [out in the crowd] Rocky? Rocky?
- Jergens: [taking the microphone] Ladies and Gentlemen, your attention, please.
- Adrian: Rocky? Rocky!
- Jergens: Tonight, we have had the privilege of witnessing the greatest exhibition of guts and stamina in the history of the ring!
- Rocky: Adrian!
- Adrian: Rocky. Rocky!
- Jergens: [reading the results] Ladies and Gentlemen, we have a split decision.
- [Jergens continues; indistinct]
- Rocky: *Adrian*!
- Adrian: Rocky!
- Jergens: ...for Creed!
- [the crowd cheers]
- [Apollo is looking through a book of Philadelphia boxers]
- Jergens: What exactly are you looking for Apollo?
- Apollo: [pointing at a profile in the book] This is who I'm looking for. The Italian Stallion.
- Jergens: Rocky Balboa? Never heard of him.
- Apollo: Look it's the name man. The I-talian Stallion. The media will eat it up. Now who discovered America? An Italian right? What better way to get it on than with one of its descendants?
- Apollo's Trainer: He's a southpaw. I don't want you messing with southpaws. They do everything backwards
- Apollo: Southpaw nothing. I'll drop him in three. Apollo Creed meets the Italian Stallion. Now that sounds like a damn monster movie.
- Apollo's Trainer: Hey, champ, you oughta come and look at this boy you're gonna fight on TV. It looks like he means business.
- Apollo: Yeah, yeah. I mean business too.
- Rocky: [Rocky is trying to make out with Adrian on their first date] Will you do me a favor? Take off these glasses.
- [Rocky takes off Adrian's frumpy glasses, revealing her beautiful eyes]
- Rocky: Now take off this hat.
- [Takes off her unattractive hat, revealing her dark, lovely hair. Adrian is beautiful and Rocky is appreciative]
- Rocky: I always knew you was pretty...
- Adrian: [Adrian looks at him, disbelieving] Stop teasing me.
- [Rocky and Gazzo step out of the car for a talk]
- Gazzo: [upset] How come you didn't break this guy's thumb like I told you?
- Rocky: Well, how did you know I didn't...
- Gazzo: You don't think I hear things? Did I give you a job this morning or didn't I, huh?
- Rocky: Yeah.
- Gazzo: So why didn't you break his thumb like I told you? When you don't do what I tell you to do, you make me look bad, Rock.
- Rocky: [trying to come up with an excuse] I figured... look, I figured if I break the guy's thumb, he gets laid off, right? Then he can't make...
- Gazzo: [cuts Rocky off] Yeah, well don't figure! Let me do the figurin', okay, Rock? From here on in, just let me do the figuring, you know? These guys think we're running some kind of charity or something. That they can get off light. From here on in, do what I tell you to do, because it's bad for my reputation! You understand? You got...
- [shoves Rocky]
- Gazzo: You got it, Rock?
- Rocky: [beat] I got it.
- Gazzo: Good. Now, tomorrow you collect 400 from Del Rio. And if I tell you to break a guy's nose or thumb as a "late payment notice", you do it!
- Rocky: [to Gazzo as he walks back towards the car] Hey, how do you spell "Del Rio"?
- Gazzo: [angrly] Look it up in a dictionary, Rock!
- Rocky: What's a dictionary? Hey, come on! I won't let it happen no more about the thumb. You know?
- Bodyguard: [to Rocky as he drives off with Gazzo] Hey... so long, meatbag!
- Rocky: [to Buddy the Bodyguard as he drives away] I shouda broke your thumb!
- [after Rocky finishes pounding on the raw meat]
- Paulie: You do that to Apollo Creed, they'll put us in jail for murder.
- Mickey: [Upon seeing the name of Paulie's workplace displayed on Rocky's robe, just before the fight] Hey. What the hell is that? I trained you to be a fighter, not a billboard!
- Rocky: I'm doing it for a friend.
- Mickey: Well, what do you get out of it?
- Rocky: Paulie gets three grand. I get the robe.
- Mickey: Shrewd!
- Mickey: Get out of here! Don't ya ever interrupt me while I'm conductin' business. Move your little chicken asses out.
- Rocky: Adrian!
- Fight Announcer: Your fans out there deserve a rematch!
- Rocky: It ain't gonna be no rematch! Oh, come on! I had enough things in my face tonight! Adrian!
- Fight Announcer: You heard him, Ladies and...