Editor's Note: The following is excerpted from "The Official Rocky Scrapbook." Copyright 1977 by Sylvester Stallone. Used by permission.

The inspiration for the film
Through fate or whatever, I ended up at the Muhammad Ali-Chuck Wepner fight. Wepner, a battling bruising type of club fighter who had never really made the big, big time, was now having his shot. But the fight was not regarded as a serious battle. It was called a public joke. He would barely go three rounds, most of the predictions said. Well, the history books will read that he went 15 rounds and established himself as one of the few men who had ever gone the distance with Muhammad Ali, and he can hold his head up high forever no matter what happens.

	The character of "Rocky Balboa" was partially inspired by former heavyweight Chuck Wepner.

I am sure that moment meant more to Wepner than any money he could ever receive from fighting because now he had run the complete circle. This is why he had been training for 34 years.

That night I went home and I had the beginning of my character. I had him now. I was going to make a creation called Rocky Balboa, a man from the streets, a walking cliché of sorts, the all-American tragedy, a man who didn't have much mentality but had incredible emotion and patriotism and spirituality and good nature even though nature had not been good to him. All he required from life was a warm bed and some food and maybe a laugh during the day. He was a man of simple tastes.

The second ingredient had to be my particular story, my inability to be recognized. I felt Rocky to be the vehicle for that kind of sensibility. So I took my story and injected it into the body of Rocky Balboa because no one, I felt, would be interested in listening to or watching or reading a story about a down-and-out, struggling actor/writer. It just didn't conjure up waves of empathy even from me and I was sure it wouldn't do it from an audience either. But Rocky Balboa was different. He was America's child. He was to the '70s what Chaplin's Little Tramp was to the '20s.

Becoming a boxer and finding Apollo Creed
I didn't know how I was going to fool the public into thinking that I was a professional fighter with 12 to 15 years of experience. It wasn't going to be easy, because I couldn't even fool myself. I was clumsy. I couldn't hit the speed bag. My timing on the heavy bag was ridiculous; I continually sprained my wrist and bent my thumbs back and brought smiles to the faces of observing fighters.

	Former football player Carl Weathers, left, proved to be the perfect fit for "Apollo Creed."

But I studied thousands and thousands and thousands of feet of fight footage and concluded that boxing is a muscular dance of sorts. You have a partner. You move around that partner and the objective is to move with the flow rather than against the flow; it's counterpoint, countermovement, counterbalance. In other words, boxing is merely a matter of geometrics and guts.

My second major problem was to find a partner, that is, a heavyweight champ, a man who could look like a fantastic athlete but also say the lines that would be required of this particular character who was named Apollo Creed.

At first, we had professional fighters come in. Several times, we had near-altercations in the waiting room as one fighter would look at another fighter and challenge him to a match right then and there. Some fighters had terrible damage -- brain damage, that is -- and were nearly unable to speak, while others were extremely glib but as soon as you gave them a script, they became timid. But my theory was, and still is, that fighters are performers. They love the public eye. Many of them are not as communicative as normal actors would be, but they relate in their own way. They thrive on the adulation the way a performer does when he takes a bow after a performance. Notice the way a fighter reacts to a cheering crowd after a victory -- it's quite similar.

At first, Kenny Norton was the prime target for Apollo Creed. But Kenny has great size and since I am only 5-foot-10 and 185 pounds, against a 230-pound man like Kenny, it would have looked as though I were a middleweight.

After a week, we were getting desperate until, by sheer fluke, the producer received a call from an agency saying, "Would you mind seeing one of our clients? His name is Carl Weathers." Well, Carl Weathers came into the office and by this time, I was tired. It was late at night. Carl was very exuberant. Of course, he would be; I mean, he was there for an audition. All I wanted was a cold compress and a place to lie down.

Carl came in and told us how he was right for the part, and one thing was certain -- he wasn't lacking confidence. He was asked to read the role of Apollo Creed opposite me. He had no idea who I was. He thought I was just some semi-literate office boy, because I had submerged myself so far into the character of Rocky that I didn't exactly sound like your typical writer. I appeared to be the janitor's nephew who was just there to do the windows or take out the trash; in other words, I was a yawning basket case.

	Stallone was a virtual unknown before "Rocky" hit theaters in 1976.

Carl read the part and I thought he was good, but he turned to the producers and complained: "Oh, I would have done much, much better if you had given me a real actor to read with."

I said, "You're right. You should have a real actor but since we're here, why don't we box? Let's see what kind of body you have." So Carl took off his shirt and, needless to say, he has probably one of the finer bodies in the world; it's perfectly sculptured -- a natural body that was perfect for the champion. He's a born natural, in fact.

Then he began to box. Carl is not a fighter; he is an actor but he has a great background as an athlete, and he began to dance around the office, just lightly throwing jabs out. Then he began to tag me. And he was hitting me in the forehead. And I'm there suffering brain damage helping this man audition for my movie. Well, I start chopping back, but then I decide to call it a day before we end up playing the major portion of the movie from the intensive care ward at Mount Sinai Hospital.

Carl was a winner. Carl got the part.

So now my schedule was beginning to read like this: training, sweating, getting beat up in the morning: and working on casting and production in the afternoon. The training went pretty smoothly until the first day I got into the ring with a legitimate heavyweight. This man, who I thought possessed a normal brain and knew I was an actor, cocked back and cracked me over the heart. I was still adjusting my headgear when he hit me.

The pain was probably the most intense I had ever felt. I thought one of my lungs had been punched out through my body and was lying somewhere on the gym floor. I became very angry with this man. I wanted to kill him. So, I proceeded to chase him around the ring, not knowing anything about boxing; just merely on the attack. I finally caught up with him on the ropes, and he was hitting me, nine, 10, 12 times in a row, but I caught him and inflicted what I considered justifiable damage. Then I went home and was not able to get out of the bed for close to four weeks. That was my indoctrination into the world of boxing.

"Gonna Fly Now" -- performing the training scenes
The training montage was something that I had been building toward for six months. I knew I would have to do what every fighter must to get himself in peak condition, but I wanted to do it in even a more exaggerated form. So when it got to the part of throwing the medicine ball, I had the trainer heaving the ball so hard that I expected my liver to come out and fall to my feet -- and so did everyone else. But I think that kind of pain was necessary for it to register as real.

	Stallone says the beef was used as a metaphor for the fighter's point of view while training.

We transferred the camera into the ring to film the pushups. It had been written as "Rocky does several two-handed pushups." But something crazy happens every time that camera rolls and before I knew it, I was flying from one hand to another doing an exercise that no boxer in his right mind would ever do; and I continued to do it. The next day I wished my shoulders belonged to someone else because I think I inflamed every joint in my body. It was worth it, but I never did it before or after.

Moving into the meat house for the pounding of the slabs of beef I felt to be a real challenge. The beef was used simply as a metaphor for the fighter's point of view while training. In other words, his opponents become nameless meat -- indifferent, meaningless, dangerous meat. We spent approximately 14 hours in the meat house. The trainer taped my hands in such a fashion that I thought it would protect me against any broken bones while hitting the carcasses. But after eight hours, the cold penetrated the bandages and hitting the meat finally caused a cracked knuckle and drove it back into the middle of my hand. To this day, I still haven't seen it. But again, it was worth it. Hell, I've still got nine other knuckles.

Many people have mentioned to me that the most exciting part of the training montage is the sprint along the pier culminating in the ascent up the steps. The sprint along the pier was done while in Philadelphia. It was just before the shin splints set in, and I felt as though I couldn't give this particular run the burst of speed required to make it as dynamic as I had hoped it would be. But as I've related before, amazing things happen when that camera begins to roll, and I felt my feet moving so fast that I thought I was going to topple forward. I actually felt myself losing control, losing balance. But after several trial runs, my body fell into the rhythm of the sprint pattern and we didn't have any trouble.

Choreographing the fight
I felt that we had to go 15 rounds nonstop. We had to know exactly what we were doing every minute for 45 minutes. That is the time of a heavyweight fight: 45 minutes of boxing, 15 minutes of rest. I didn't know how to do this at first, and then John Avildsen, the director, came to me and said, "All right, Sly. Why don't you put it down on paper? Why don't you actually choreograph the fight in your mind?" A simple but brilliant idea. I got a tape recorder and it went something like this:

	Stallone and Weathers rehearsed for more than 35 hours to choreograph the fight scenes.

"And the fighters move from their corners. They touch gloves. The champion is moving smoothly. He glides to his right. Jab, jab, jab! A rapierlike jab. Folks, he might not be in the best shape he has ever been in, but he's moving smoothly. The plodding challenger looks ineffectual. Ah! A hook by Rocky! Another hook! They didn't even come close. The champion is laughing. He circles to the right now. Jab, jab, jab! Not even bothering to use his right. He might just win this fight on jabs. He backs Rocky into a corner, he's moving in -- doesn't even seem to be worried about the challenger. He throws a left; it misses. A right; it misses. Rocky explodes with a left -- the champion is down!”

I proceeded to do that for all 15 rounds, and I gave it to a typist. She put it on the gape and I handed it to one of the stunt men. I said: "I would like you to work with us as we do this entire fight, punch by punch as it is on that page." They said it couldn't be done -- it would look stupid -- and they refused to do it. I got mad at them, and they didn't like me; they called me a prima donna, and they left.

Another set of stunt men came in. They felt that the film was going to be a lackluster affair -- a B or C product, if you will -- and they weren't interested. So finally I went to the director and said, "Let me do it. I'll do it. What the hell! Carl and I will work together. We'll become the Fred Astaire and Ginger Rogers of the pugilistic world."

From that day on, Carl and I knew that the success of the movie was going to be determined by whether the fight had the emotional impact it was intended to have. Nearly every day Carl would fly down from Oakland and we would work the equivalent of four to five hours a day. In the final analysis, the ring fight in the movie runs a little more than nine minutes. And for all the hours that we put in training, it broke down to 35½ hours of boxing rehearsal for each minute of fighting, whereas in most fight films you spend perhaps an hour or two rehearsing each round.

We watched every fight film from beginning to end and also every authentic boxing movie made. The fight films went as far back as the early 1900s, the first being the Jack Johnson-Stanley Ketchell match, and we finally ended watching the great Muhammad Ali-Joe Frazier Manila struggle of 1975.