Former world heavyweight boxing champion Joe Frazier has died after a brief battle with liver cancer, his family said.
Frazier - also known as Smokin' Joe - had been receiving hospice care in Philadelphia after being diagnosed with cancer several weeks ago.
The 67-year-old was the first man to beat Muhammad Ali in 1971, but lost his next two bouts with Ali.
He held the world title between 1970 and 1973.
On Saturday, Frazier's manager Leslie Wolf said the boxer's condition was very serious but that doctors and Frazier's team were "doing everything we can".
Frazier won an Olympic gold medal in 1964 after going to the Games as a replacement for Buster Mathis, who had beaten him in the trials but could not attend the Games due to an injury.
He won the heavyweight title in 1970 by defeating Jimmy Ellis in New York. Three years later he lost the title to George Foreman.
But the boxer is perhaps most widely-known for three great fights with Ali, including the epic "Thrilla in Manila" in 1975.
After hearing about Frazier's illness, Ali, 69, said: "The news about Joe is hard to believe and even harder to accept."
"My family and I are keeping Joe and his family in our daily prayers. Joe has a lot of friends pulling for him - and I'm one of them," he said on Sunday.
Frazier retired in 1976 after being beaten again by Foreman. He then made an unsuccessful comeback in 1981, fighting only once before ending his career for good.
Life & times of Joe Frazier
Born 12 January 1944, Beaufort, South Carolina
Total fights 37 - 32 wins (27KOs), 4 losses, 1 draw
Won gold for USA at 1964 Tokyo Olympics
Won NYSAC version of world title with victory over Buster Mathis in 1968
Won WBA and WBC versions of world title with victory over Jimmy Ellis in 1970
Last world title fight in 1975 against Muhammad Ali
Retired in 1976 and made a comeback in 1981, fighting just once, before retiring for good
Dies 7 November 2011 after suffering from liver cancer