26 Nov 1937
Popeye the Sailor Meets Ali Baba's Forty Thieves
Popeye the Sailor, accompanied by Olive Oyl and Wimpy, is dispatched to stop the dreaded bandit Abu Hassan and his force of forty thieves.
Top Billed Cast
William 'Billy' Costello Popeye (voice) (uncredited)
William Pennell Bluto (voice) (uncredited)
Mae Questel Olive Oyl (voice) (uncredited)
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The Spinach Overture 
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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.
Goonland 
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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 Meets the Man Who Hated Laughter 
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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
Assault and Flattery 
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In Judge Wimpy's courtroom, Bluto accuses Popeye of assault and battery; he claims to have been attacked by him on several occasions, without provocation. Popeye then tells his side.
A Haul in One 
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Popeye and Bluto are, believe it or not, pals and partners in a moving company. (Maybe it's because Popeye isn't squinting here.) Anyhow, Olive has made the mistake of hiring them. She hasn't finished packing yet, so the boys, smitten as soon as she answers the door, compete to help her. Once packed, they compete to move more impressive piles of her belongings. Popeye easily wins these contests, even though Bluto locks him in the van at one point. At the end, Bluto socks Popeye into the piano, then into a table; though he hardly seems to need it, Popeye still eats his spinach, then thrashes Bluto.
Sock-a-Bye, Baby 
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When Popeye takes the baby for a walk in the stroller, the little one won't be quiet unless he's sleeping. Of course there's no end of noisiness.
Let's You and Him Fight 
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Let's You and Him Fight
Bluto is the boxing champ, Popeye his challenger, Wimpy the timekeeper. Popeye is pounded mercilessly until Olive comes by with a can of spinach.
Axe Me Another 
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Pierre Bluto, running a logging camp, has thrown Olive into the river because he didn't like her spinach. Popeye rescues her and proceeds to beat Bluto in a lumberjack contest.
Floor Flusher 
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Popeye and Bluto stop by to see Olive and fix her leaky faucet. Popeye does it better, and Bluto gets jealous, so he starts rerouting Olive's plumbing and causing all sorts of leaks.
Wild Elephinks 
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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.
Seasin's Greetinks! 
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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.
A Date to Skate 
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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.
Protek the Weakerist 
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Olive asks Popeye to walk her dog Fluffy, but Popeye is embarrassed because Fluffy is as weak looking as the name implies. Sure enough, when Bluto and his bulldog come by, the dogs (and their owners) get in a fight.
Organ Grinder's Swing 
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Popeye and Olive are grooving to the sounds of Wimpy the organ grinder, but their neighbor Bluto wants him to move on. Popeye and Bluto settle their disagreement in their usual fashion.
Fowl Play 
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Popeye gives Olive a parrot that he's trained. Bluto sets the bird free and then tries to kill it.
I-Ski Love-Ski You-Ski 
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Popeye takes Olive mountain climbing. Bluto sets various traps for them along the way.
Hold the Wire 
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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.
Let's Get Movin' 
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Let's Get Movin'
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.