Two sailors Sindbad and Popeye decide to test themselves in order to prove their supremacy. Popeye is then presented with a series of daunting tasks by Sindbad.
Popeye the Sailor, accompanied by Olive Oyl and Wimpy, is dispatched to stop the dreaded bandit Abu Hassan and his force of forty thieves.
Popeye's ensemble is rehearsing the opening of the Poet and Peasant Overture (with interpolations of the Popeye theme and "I've Been Working on the Railroad"). Maestro Bluto drops in from next door to conduct and play violin and show Popeye up. Popeye plays horribly until he unlocks the previously unexplored artistic benefits of spinach.
Popeye, Olive Oyl and all other King Features comic strip characters are invited on a cruise hosted by Professor Grimsby, a man who hates laughter
Popeye sails to Goon Island in search of his Pappy. He finds the place populated by the imposing, but ugly, goons, and a "no humans" sign. His imprisoned pappy at first ignores him, but when Popeye is caught by the goons and carried off, his can of spinach lands near Pappy and it works just as well on him as it does on Popeye.
Popeye and Olive, adrift on a raft, land on what apparently is Africa, and are immediately battling elephants and gorillas (also a moose!). Popeye eventually battles an entire menagerie at once - after first gulping down a can of spinach, of course.
Popeye skates over to Olive's house to give her a Christmas present: ice skates of her own. While he's teaching her, Bluto skates up and gets fresh; of course, Popeye fights him. When Olive rejects Bluto again, he sends her careening on an ice floe towards a waterfall.
Bluto dirties all of an office building's windows himself, to drum up business for his window cleaning service. When he gets to Olive's stenographer office, about ten floors up, she says no: Popeye's going to wash her windows. And the battle with Popeye is on.
Popeye takes Olive roller skating in a rink. She's never skated before, so he has to teach her, and she's not a quick learner. Before long Olive ends up outside the rink, rolling wildly out of control.
Popeye applies for a lifeguard job when he sees Olive in the pool, but Bluto also wants the job (and Olive). The manager, Wimpy, asks them to demonstrate their skills in a contest. Popeye does well, until Bluto demonstrates lifesaving and first aid on him.
Popeye and Olive are taking a ferry run by Bluto. When they find out the fare, they decide, with Wimpy, to build a bridge. Bluto does what he can to sabotage this plan - until spinach time, of course.
Popeye takes Swee'pea to the zoo and spends most of his time rescuing the tot from the various animals.
Wimpy is working for Bluto in his diner and trying to filch all the food he can eat. Popeye comes in and orders roast duck, but Wimpy grabs the drumsticks, then coats it with pepper sauce. Popeye walks out in anger and Bluto comes after him. Wimpy takes advantage of the resulting battle to load up on hamburgers.
Popeye teaches Olive the art of self-defense, which comes in handy when a woman boxer flirts with him.
Popeye is running a women's gymnasium next door to Bluto's cabaret. Seeing Popeye's greater success with women, Bluto dresses in drag and challenges Popeye to various feats of strength.
Popeye drives up to take Olive for a ride, but Bluto in his much fancier car does what he can to spoil their jaunt.
Olive tells Popeye and Bluto that she loves a man in a uniform, so they try to sign up at the recruiting station - that can only take one of them.
Popeye takes Olive mountain climbing. Bluto sets various traps for them along the way.
Popeye is wooing Olive on the phone when Bluto comes over. He overhears, taps into the line, and impersonates Popeye. They proceed to have a high-wire fight on the telephone lines outside Olive's house.
Olive is moving out of her apartment; she's hired Bluto to move her things, but Popeye comes over to visit and won't be shown up.