This is a partial transcript from "Hannity & Colmes," May 10, 2005, that has been edited for clarity.

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SEAN HANNITY, CO-HOST: He is behind the hit reality show "The Contender" (search) and he's just launched a brand-new magazine. Sly is also the author of a book destined to be a best-seller, "Sly Moves: My Proven Program to Lose Weight, Build Strength, Gain Willpower and Live Your Dream," the very busy...

SYLVESTER STALLONE, ACTOR: Did I leave something out?

HANNITY: You know, I watch "The Contender." I love the show, because it's real-life drama. It's almost like "Rocky" (search) brought to life every week.

STALLONE: It really is. And it's validation for the fact, you know, you write a fantasy script like "Rocky." But it really does exist out there. And I think, you know, like the film coming up, "Cinderella Man," it's always following that, about the family, about something. But I don't know if it's going to be around next year, Sean. So it's kind of sad, you know what I mean?


HANNITY: You know, because you watch these guys. It's their heart — you even think "Rocky" is semi-autobiographical.

STALLONE: Well, it is. I mean, really, the "Rocky" paradigm — we do two things in life: We race the clock and everything is a struggle. One way or not, it's a metaphorical battle all of the time. So that's where "Rocky" — that's why I think it connected with the audience, that he really didn't have the tools but he had the will. And like the Adrian factor, he finally had a reason to do it for.

HANNITY: You talk about — and I read the whole book. I love it. Because I'm into fitness now more than any other point in my life. And what you do is you walk through the different movies in your career and the training that you went through, like "Rambo," and "Rocky," and the different...

STALLONE: Well, you do. It really does. I mean, the way you carry yourself — even your weight changes your whole mood. It really does. Like for "Copland," when I put on 40 pounds for a movie...

HANNITY: Yes, that was a great...

(CROSSTALK)

STALLONE: I became a turtle. There's no doubt about it.

HANNITY: Ten pancakes a day.

STALLONE: Oh, my God. The Canadian pancakes — I was eating wheels. I don't know what they — it was beyond pancakes. You were eating like things.

So but with "Rocky III," that's when I really went into serious dieting. I got down to about a 2.4 body fat, which is actually bad for you.

HANNITY: 160.

STALLONE: Yes, I mean, it was really bad. I mean, it got to the point where you could almost read through your skin. So there is — I try to tell people that just because you're buff and cut doesn't mean you're healthy. You can go into cardiac arrest when you get that down.

HANNITY: Well, you tell the story when you were just training. I forgot the trainers name. And you were eating yogurt. And then you were bench pressing...

(CROSSTALK)

STALLONE: I got into a bench press. Here is a man who like — he was in the strongest man competition. And he broke his leg running on the beach while in the competition, picked up a refrigerator full of sand, and finished the race. Not a guy you challenge at a bench press, OK?

So naturally, I end up with this huge scar and a cable — I am the cable man — 160 stitches. And for Rocky, I couldn't use my hand anymore. So that's why I said — you know, Micky goes, "You know, we have got to trick the guy. We've got to reverse." I didn't want to lose my paycheck, so I said, "OK, we have got to figure out something." So we worked it into "Rocky" that he had to switch and he's got...

(CROSSTALK)

HANNITY: But I'm going to tell you. I can watch those movies over and over again.

STALLONE: Thank you.

HANNITY: As a lot of people can. And I think it's a real-life moment-of-truth drama, people on the edge of making it, not making it. And I think we all on some level — I know my whole life has been like that, you know, scrappy, fighting for everything you get in life and you appreciate it more. But there was a time you didn't want to be associated with "Rocky."

STALLONE: You know, I think there's a kind of built-in arrogance to anyone who considers themself an artist. They want to feel as though like they can run the whole spectrum. "I can do it all. I can do minimalism, and I can do classical art." You know, "I can play Shakespeare, I can also play, 'How are you doing?'" Well, that's not true.

ALAN COLMES, HOST: You figure at this point in your life you can say you have done it, right? You've done it.

STALLONE: Finally, I have come to terms with it. You know, I'm so happy. Because you know, you're kind of identified with that character, which is really a real blood-and-guts kind of character. So I'm happy as they say.

COLMES: Now, kids picked on you when you were a kid?

STALLONE: Oh, please.

COLMES: That's hard to believe.

STALLONE: It's the truth. I mean, I'm kind of like a...

(CROSSTALK)

COLMES: Yes, where are they now?

STALLONE: Well, you can thank Steve Reeves. And when people say that films don't impress young people, that literally changed my life, watching Hercules grab those, you know, two chains and pull the pillars. I went, "That's it." Click. I now have a purpose. I'm going to go in that direction.

It took about 30 years to get there. So you can actually alter a person's perception when they're that young. I mean, it can affect them in a very positive way.

COLMES: It was the Ali-Wepner fight, right?

STALLONE: The Ali-Wepner fight coupled with the Marciano fight that he had with Joe Lewis. And a lot of these underdog type of fights all coming together. But when I saw the Ali-Wepner fight, I said, "OK, see, this is more modern day." And when I see today with George Foreman (search)

(CROSSTALK)

HANNITY: We love George.

STALLONE: I do too. That's why I think the "Rocky" keeps going on.

(CROSSTALK)

COLMES: But you're not naming every one of your son's Sly.

STALLONE: I would, except there's no more sons now. It's all girls.

COLMES: Now how do you — you talk about finding a regimen that works for you. You have gone through all of these different regimens, as you point out in the book, and as Sean pointed out, for all your different roles. How do you find that one that's going to be the right one?

STALLONE: You know, you literally get on the scale. The scale is your friend. It can be your enemy, but find a regimen that — you can go through it and not despising the gym. But you know, you're making gains because you're maintaining a certain weight.

But the way to really to get your whole workout and your diet together is — I tell people diets don't work. And I don't care what they say. I have tried them all and some of them...

(CROSSTALK)

COLMES: And you mention them in this book.

STALLONE: Well, yes. And I spared a few people. But I just want to say that, all you do, no matter how bad your diet is, for the first six months or year, I just reduce the amount, even if it's horrible stuff. That you can deal with it.

It's the same as like if I told you, "OK, you have to completely change your wardrobe, change your look, change your hair. It's too radical, you know what I mean?"

HANNITY: You could use a new hairdo.

STALLONE: I don't know. You've got a proceeding hairline. It's not bad.

COLMES: Proceeding, right.

(LAUGHTER)

HANNITY: Stay one more segment. We're having a little bit of trouble getting Ollie North up. We're going to continue more with Sly Stallone.

The story about "Rocky" — and I want to just go through. Because I know you've told it a lot...

STALLONE: OK, sure.

HANNITY: ... but $365,000, you pass on it. You have no money, because you want to play the part. Great career move. And you wrote it. So it's amazing.

STALLONE: Fools rush in.

(COMMERCIAL BREAK)

COLMES: We now continue with Sly Stallone, author of "Sly Moves." You have got a magazine out now?

STALLONE: I've got a magazine out. First, actually, Arnold inspired it. You know, when Arnold became kind of like editor-in-chief of our guest editor of flex and muscle and strength, I said, you know — so I called the same publisher, David Becker (ph). I said, "You know, I think I have some stories to tell. If I called you at 30 years old, it would be kind of like irresponsible, but at 58, I said, I think"...

HANNITY: You're 58?

STALLONE: Yes, 58 and eleven-twelfths. So I'm getting...

COLMES: But who is counting?

STALLONE: Who's counting?

HANNITY: You look good.

STALLONE: Well, thanks. You know, that formaldehyde kicked in. You know, but any way, you know, it's happy wife, happy life. That's all can I tell you.

(CROSSTALK)

COLMES: So you've got the magazine, the book. You've got the TV...

(CROSSTALK)

STALLONE: The magazine is kind of like a — at first, I was going to do it like a bodybuilding magazine. And I said, "We don't need another one of those." Maybe a lifestyle thing, like what has worked for me. And that all guys, you know, at 40, 45 years old, you kind of think, "Did I blow it? Did I not? Am I alone?" And you go, "No, no, it's a constant maintenance kind of a thing." So we just...

COLMES: Now, you have an interview in the current one with a woman boxer. And the first thing you say to her is, "Are you a masochist?" I thought that — you asked a very good line of questioning. I thought that was very interesting.

STALLONE: I'm cut out to be a reverend. I want to like — I want to know what — like, if I had met this person in a restaurant, that's what I would ask. You know, like to be a little whimsical and then get going with it.

COLMES: You should have your own talk show.

STALLONE: Please. This is work. You guys, seriously, are under the gun.

(CROSSTALK)

COLMES: You ought to fill in for Hannity some night.

STALLONE: Can you imagine?

HANNITY: Are you assuming he is a conservative?

COLMES: I'm thinking maybe it's possible.

HANNITY: He doesn't want to go down that...

STALLONE: Which way am I leaning?

(CROSSTALK)

HANNITY: That's a good lean for Hollywood.

I can't get over the "Rocky" story. I know you told it a hundred times. But for those who haven't heard it, you write this incredible story. You have an offer, what was — for $360,000.

STALLONE: It started out at a $100,000. And then it went — and I literally — this is the truth. My wife was working at the time. And then I had about $106 in the bank.

HANNITY: No money.

STALLONE: And I had to sell my dog, so I mean, I was down to it. And it just happened. You know, it was one of those things that you know that you're never going to get this opportunity again. You just know.

Because every role I got, I was always the mugger. I was always the guy — and I said I'm going to end up — my career will be mugging Jack Lemmon forever or Woody Allen. I'll be beating up everybody, and then eventually they'll...

HANNITY: You're talking about "Bananas." You were in...

STALLONE: Exactly right. And that was it. And then I got beaten up by David Carradine in "Death Race 2000." And you know, I'm going to end up — this is it.

So I said, "OK. Maybe I could play the tough guy, but inside he's really not that." And that's why I wrote "Rocky." But when they came up to me to say, "You know, at this time, we have so many good actors that are boxers like, Jimmy Caan, and Ryan O'Neal, and Burt Reynolds."

And I went, "I don't know." This is when ignorance is bliss, you know, because I'm never going to get this opportunity. And I was kind of like — had perfected poverty at this time. I knew how to deal with it. And I just — I wanted to hang on. But I never in a million years, guys, ever thought it would become this.

HANNITY: But you know what? But you bet on yourself, too, because you really wanted to do this acting thing. I mean, this book is really inspiring in a lot of different ways, too, because you talk about, you know, getting control of your life, your diet, your health, everything. You put it all together. And you put in the context of how you built your life and career.

STALLONE: Right.

HANNITY: But this fact that you didn't — you had no money. You held out. And you wanted to do it yourself, it's a pretty amazing story.

STALLONE: Well, thank you. I think I came along at an opportune time. I don't know if that would happen anymore, because the whole way of doing business in Hollywood has changed, as we've seen. And that was a time when you really had people that, "OK, you know what? I have got a feeling. I'll take a chance." That's not so much anymore.

HANNITY: By the way, this is not just for men. Because you have your section for men, and...

(CROSSTALK)

STALLONE: And my wife is...

(CROSSTALK)

HANNITY: And your wife's in there.

STALLONE: Yes.

HANNITY: And she does it because — this has become my life now. I like to work out. You even talk about — I have a killer Mike, a guy that helps me work out and stuff. And it's become a passion of mine, although I'm not as strong as you.

STALLONE: No, but I'll tell you, you will get — the thing is, every day you get better.

HANNITY: You really do. It's true.

STALLONE: And I keep trying to tell people. I said, at 40, 45, you're at that crossroads. You really are there. And it's not like you can have gain without pain, but this is it. The days are — like when I wrote this whole thing about, in the beginning of my first magazine. I said, "If you live to be 75 years old, that's 3,900 weekends. That's it." So at my age right now, I have about 850 weekends left. Seriously.

HANNITY: You think of it that way.

STALLONE: Yes.

HANNITY: Well, you have one day a week you can eat anything you want. And I like that part of the diet.

(CROSSTALK)

STALLONE: And if I look at my icebox, there's no way I'm sitting there looking like Gandhi. I mean, I don't have crickets in there and little green rice. No, I mean it's a pretty liberal icebox. It's all in there.

COLMES: Liberal is good.

STALLONE: Liberal is exactly right. It isn't staunch.

HANNITY: I'll fix it.

COLMES: Your workout guy is Killer Mike?

STALLONE: I had to throw a little liberal there.

(LAUGHTER)

COLMES: Hey, thanks very much for being here.

STALLONE: Hey, listen, my pleasure. Thanks very much.

COLMES: Very nice to meet you.

(END VIDEOTAPE)

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