The "Rocky" movies allow their titles to stand alone, but here's a suggestion for a subtitle to the latest — "Rocky V: The Well Has Gone Dry."

Suggesting screenwriter-star Sylvester Stallone has gone to the well once too often is perhaps about four films late, but "Rocky V" is so shrill, so over-the-top, so annoying that one wonders why director John G. Avildsen bothered taking the assignment.

Maybe, since he won an Oscar for directing the first "Rocky," Avildsen felt honor-bound to wrap up the series.

But — and I never thought I'd say this — Avildsen's direction of "Rocky V" makes Stallone's direction of the middle three "Rocky" films look like David Lean.

To say "Rocky V" is heavy-handed is to understate, with every actor getting an opportunity to look foolish and none to develop any dimension.

When, early on, Rocky says, "Ahhh, yo!" it sounds like self-parody.

The climactic bout of "Rocky IV" is reprised under the credits, reminding us that Rocky Balboa (Stallone) knocked the stuffing out of a Russian boxing machine (Dolph Lundgren) in the Soviet Union last time around.

"Rocky V" picks up the story the moment the fight ends as Rocky demonstrates motor damage and, sure enough, later has doctors confirm the fear that he has suffered a few too many blows to the head and has brain damage.

Another fight will surely kill him, we're told.

Rocky's wife Adrian (Talia Shire) shrieks at him each time he's approached by a loud-mouth promoter named Duke (Richard Gant), who is sort of Don King without the hair. And she wonders if Rocky isn't trying to relive his life through someone else when he agrees to manage another fighter, Tommy "Machine" Gunn (professional boxer Tommy Morrison).

But Rocky, thanks to his brother-in-law Paulie (Burt Young), has lost all his money. Rather than compromise himself doing high-profile endorsements, however, Rocky feels forced to move the family back to the slums of South Philadelphia. And he sees in Gunn a chance to get back into the game and earn some legitimate money.

Meanwhile, Rocky Jr. (Stallone's real-life son, Sage) is getting beat up in his new school and Dad can't seem to find time to help him learn self-defense — he's too busy training Gunn.

It sure doesn't take long to turn Gunn into a champion, but, of course, Duke comes along and corrupts the young fighter, turning him against Rocky. And, as you may have seen in previews and TV spots, the climactic fight this time is a Christmas Eve street brawl.

That final fight does have some energy and there is a nice moment with Rocky's late friend/manager Mickey (Burgess Meredith) making an appearance as a memory, but most of the dialogue exchanges are stiff and awkward, the story wallows in sentiment and is surprisingly sluggish — despite a rocking soundtrack filled with rap music — and the performances in general are very weak. Even Stallone seems to be sleepier than usual here.

"Rocky V" is a sad note on which to end this series, and even die-hard fans will doubtless be disappointed this time out.

It is rated PG-13 for violence, a couple of profanities and brief nudity.