There's a scene early on as Rocky and Paulie hit the now torn down ice rink from the first film, and as Rocky remembers his beloved wife, Paulie storms off, saying that, while Rock has only good memories, he treated her terribly and doesn't want to reminisce. Later on, Rocky breaks down to Paulie, telling his brother-in-law that life wasn't supposed to be like this, and it's clearly all about finishing out his life without his love. The film is full of, not really regret, but a deep longing. There might be some regret, perhaps, but then again, you can't regret what couldn't be in the first place. The important thing is that there's an emotional core to Rocky here. He's in pain, faced with the last phases of his life, seeing more but achieving less. As he continues to mourn his wife, there's also the potential loss of his son.

There's a great scene between father and son as Rocky tries to rationalize—in only the way Rocky can—why he accepts Dixon's challenge, and it's actually a bit inspirational in its simple honesty. "It's not about how hard you can hit," he tells him, "it's about how hard you can get hit and keep moving forward." After this, the training for the fight begins, and I'll admit when "Gonna Fly Now" comes up to signal the training montage, I got chills. That's how well Stallone sets up his character here; this fight actually means something to him—something deeper than victory. It's a valediction. The fight itself is portrayed in the format of an HBO pay-per-view event, complete with the logo in the bottom right corner. The product placement is off-putting, but the first two rounds are presented in their entirety without any flourish. It works, and so do the rounds in between, done as a montage (of course) in black-and-white with smatterings of color. Stallone has set up the match to de-emphasize wining, and there's genuine suspense for the outcome, since the story could really go in any direction.

There are some problems, particularly with new, smaller characters like Marie and her son who get put to the sidelines once the script starts its road to the fight, but Stallone has gotten to the core of the Rocky myth for his curtain call. The film has a simple wisdom about life after loss, and it accomplishes a level of poignancy. With Rocky Balboa, Stallone gives the character he created on paper and on screen a fitting swan song.