A legendary actor recalls being surprised by Hulk Hogan while filming a cult classic movie with 65% on Rotten Tomatoes. Professional wrestler and occasional movie star Hogan has pᴀssed 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 to pro 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.

Hogan made his starring debut in the 1989 wrestling-themed action movie No Holds Barred, later headlining such cinematic efforts as Suburban Commando, Mr. Nanny, Santa With Muscles and The 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.

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 was Rocky 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 third Rocky film, praising the wrestler’s athleticism and punch-pulling ability (via CBR):

“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 (via officialslystallone/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.

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 that Rocky III had 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 two Rocky movies had established. Now, it just plays like a wacky sequence that amusingly parodies the up-from-the-ashes arc of every Rocky fight (and movie), while providing some comedy before the tragic events that later darken the film.