Stallone takes a swing at sly 'Spy Kids' role

life, the veteran actor can lay claim to a crown on the tenniscourt.

"I beat Pete Sampras at something on the tennis court," he boastswhile promoting his newest movie, "Spy Kids 3-D: Game Over."

Of course, the "something" was a contest in which the ItalianStallion challenged the King of Swing to see who could throw amedicine ball the farthest. And the 57-year-old Hollywood heavyweighttriumphed over the 31-year-old tennis champion using equal partsbrain and brawn.

"He said he could beat me anytime on the tennis court inanything," Stallone says of his pal Sampras. "So I brought a medicineball instead of a tennis racquet."

Standing behind the baseline on one side of the court, the objectof the match was to throw the 16-pound training ball as far aspossible backward over the head and across the net.

Stallone's ball went the distance.

"I got about six feet past the net and he got it about four feetpast the net," recalls Stallone, smiling. "Considering I am theworld's worst athlete and he is the best, I took that as being agreat thing. I could be his father. And I (said), 'Very good, Pete.That's the equivalent of me being beaten by an 85-year-old guy."'

Stallone, looking muscular and fit with just a hint of gray in hisdark hair, chuckles over his technical knockout.

Though his long career has had its ups and downs, he alwaysrebounds and usually ends up on top.

Now, he's embarking on a whole new genre, playing a multiple-personality villain in the third and likely the final installment ofthe successful "Spy Kids" family adventure franchise.

"I thought that [writer-director] Robert Rodriguez had actuallycalled the wrong number," Stallone recalls about being asked to playThe Toymaker in the fantasy 3-D adventure. "I thought: Wrong guy.Maybe he wants Michael Keaton."

But after checking with his daughters, Sophia, 6, and Sistine, 5--both "Spy Kids" fanatics--he knew he couldn't say no. "I've gotparental respect" now, he says. "I had to do it, otherwise I wouldhave been disowned."

Rodriguez--a maverick director who is practically a one-man bandin lensing, scoring, editing as well as conceiving and directing hisinnovative movies--says he thought of Stallone for the role of theevil inventor of an enticing but ultimately dangerous video game thatsucks players in and brainwashes them.

"I met Sly five years ago at a film festival and he had melaughing the whole time," recalls the Austin, Texas-based filmmaker."I was always a fan of his but I didn't know how genuinely funny hewas. I thought, How come his comedies weren't that good? But hedidn't make those. He was always funny in his 'Rocky' movies. Heknows how to write for himself. Now that I knew what his sense ofhumor was like, I wanted to work with him not in an action movie butin a comedy. So five years later, I called him knowing he has littlegirls who have probably seen the 'Spy Kids' movies. I told him I hadthis character--which is actually five characters--and something yourkids can watch ... and he said, 'I'm there.' "

Making "Spy Kids" was a challenge for the seasoned actor. Set inthe fantasy world within a video game, the backdrops were largelyadded later by computer. Stallone shot most of his scenes againstwhat is known as a "green screen" and had to rely on what Rodrigueztold him about what was going on around him during his sequences.

Returning for "Spy Kids 3-D" are Alexa Vega and Daryl Sabara, whoplay sibling secret agents Carmen and Juni Cortez. Also returning areAntonio Banderas, Carla Gugino, Ricardo Montalban, Holland Taylor andMike Judge.

As a writer-director himself, Stallone says he understandsRodriguez's passion for his work. Indeed, Stallone is about to stepbehind the camera for the first time in nearly two decades to helm adrama (which he also wrote) based on the L.A.P.D. police scandal andthe murders of rap artists Tupac Shakur and Biggie "Notorious B.I.G."Smalls. It's tentatively titled "Thugz Lives."

Stallone concedes that he's encountered some resistance from thehip-hop community but is looking forward to telling the story basedon the facts, without drawing his own conclusions.

"The Biggie and Tupac situation is very much like the JFKconspiracy to the black community," he says. "Yet there's never beenan arrest. It makes you scratch your head and go, hmm."

Stallone is looking forward to directing again, he says, becausehe likes being in charge. He wrote and starred in the Oscar-winning"Rocky." He was an actor-writer-director on "Rocky II" and "ParadiseAlley."

But with three recent films in which he served only as an actor--2001's "Driven," 2002's "Avenging Angelo" and the as-yet-unreleased"Shade"--the actor wants to get back in the driver's seat.

"A lot of times, the best-laid plans go awry," he shrugs of hisrecent box-office disappointments. "That's what happens and that'swhy I wanted to get back to directing again. You can be the architectof your own fate."

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