Rocky Balboa is a 2006 American sports drama film starring, written and directed by Sylvester Stallone in his first film as director since 1985. It is the sequel to Rocky V (1990) and the sixth installment in the Rocky franchise. The film co-stars Burt Young and Antonio Tarver in his only acting role. In the film, Rocky Balboa (Stallone), now an aging small restaurant owner, is challenged to an exhibition fight by hothead young boxer Mason Dixon