each other there will be no rematch. After the fight, the sportscasters and the audience go wild. Jergens announces over the loudspeaker that the fight was "the greatest exhibition of guts and stamina in the history of the ring", and Rocky calls out repeatedly for Adrian, who runs down and comes into the ring. As Jergens declares Creed the winner by virtue of a split decision, Rocky and Adrian embrace and profess their love for each other, not caring about the outcome of the fight. Cast Sylvester Stallone as Robert "Rocky" Balboa Talia Shire as Adriana "Adrian" Pennino Burt Young as Paulie Pennino Carl Weathers as Apollo Creed Burgess Meredith as Michael "Mickey" Goldmill Thayer David as George "Miles" Jergens Joe Spinell as Tony Gazzo Tony Burton as Tony "Duke" Evers Pedro Lovell as Spider Rico Stan Shaw as "Big Dipper" Brown Joe Frazier as Himself Production Development and writing Sylvester Stallone wrote the screenplay for Rocky in three and a half days, shortly after watching the championship match between Muhammad Ali and Chuck Wepner that took place at Richfield Coliseum in Richfield, Ohio, on March 24, 1975. Wepner was TKO'd in the 15th round of the match by Ali, with few expecting him to last as long as he did. Despite the match motivating Stallone to begin work on Rocky, he has denied Wepner provided any inspiration for the script. Other inspiration for the film may have included characteristics of real-life boxers Rocky Marciano and Joe Frazier, as well as Rocky Graziano's autobiography Somebody Up There Likes Me and the movie of the same name. Wepner sued Stallone, and eventually settled for an undisclosed amount. Henry Winkler, Stallone's co-star in The Lords of Flatbush who then broke out as Arthur Fonzarelli on ABC's Happy Days, said he had taken the script to executives at the network. They expressed interest in turning it into a made-for-television movie and actually bought the script but insisted that someone else re-write it. Upon hearing the news, Stallone begged Winkler not to let ABC change writers, so Winkler went back to the executives and offered to return the money in exchange for the rights. While ABC refused at first, Winkler said he was able to use his status as one of its biggest stars at the time to convince them to sell the rights back. At the time, Film Artists Management Enterprises (FAME), a