Popeye in his junk-pile jalopy competes with Brutus in his slick race car to win a cross-country race. Brutus employs a series of dirty tricks to keep ahead, while keeping Olive Oyl trapped in his trunk.
Popeye and Olive are out testing Popeyes new boat on a relaxing boat ride. When out in the ocean they meet Jolly Roger the pirate. Unfortunately Roger takes a fancy to Olive. The pirate kidnaps her and sets school of sharks after Popeye.
Brutus dresses as a native Indian and claims the land as an Indian Reservation after Popeye strikes it lucky searching for gold in the old west. Popeye tries to beat him at his own game by dressing as an Indian too, declaring all out war.
Popeye volunteers to stand guard to protect Poopdeck Pappy's ranch, a rustler tries to get rid of Popeye but is driven mad by his ability to reappear right after he's been lassoed, tied up and even thrown off a cliff.
As Popeye and Olive relax on their new boat "The Miss Olive" someone swims beneath stealing items from right under their nose. Luckily Brutus's boating store has a seemingly endless supply of stolen item replacements.
Popeye, Olive, Wimpy, and Swee' Pea, set-sail to The Sea Hag's island, She has kidnapped Eugene, the Jeep. Unknown to them The Sea Hag is following in her submarine waiting for an opportunity to remove all spinach from Popeye's boat.
The Professor, Popeye and their assistant Brutus are searching for the lost city of "Bubble-On". Popeye is suspicious, he thinks Brutus is more interested in taking the cities treasure than documenting scientific discoveries.
Brutus beats up an alien he sees walking down the street, thinking its Popeye on the way to Olive Oyl's fancy dress party. The alien retaliates by trying to blow up the earth, Popeye and Brutus team up to stop him.
Popeye is called by a lawyer who tells him that he and Brutus are the beneficiaries of someone they know. And that he'll be reading the will at noon. And if one of them is not there at noon they will forfeit the inheritance. So Brutus tries to keep Popeye from getting there at noon.
Olive is a sculptor and puts an ad asking for a model. When Popeye and Brutus see it they both offer their services. and they try to show how masculine and virile they are. But Olive tells them she's not looking for someone who is strong and healthy but someone who is worn down and tired. So both Popeye and Brutus try to mess themselves up but one of them always stops the other.
Olive insists that Popeye babysit her Niece while she goes out, Popeye hasn't slept for 6 days and begins to fall asleep on the job, he gets put in a dress and Olive takes offence thinking he's making fun of her.
Popeye, Olive and Wimpy accidentally walk to Egypt, Olive is Kidnapped by Egyptians and taken to the temple below a Sphinx, Popeye goes to rescue her and Wimpy does what he does best, cook the hamburgers.
Popeye, Olive and Wimpy Dimpy Doo find themselves in a spooky mansion, full of apparent ghostly goings on. It turns out The Sea Hag and Toar use the deserted Crepe Cod Inn as a hideout for printing counterfeit money.
Olives new dog is taken by Brutus the dog catcher, Popeye dresses up in a dog costume to save her. A chase takes place, Popeye escapes still dressed up as a dog, confusing Brutus, who thinks he's seen a talking dog.
The Sea Hag has an entire island believing that she is the god from the deep, her plan is to get rid of the natives and open an expensive villains resort. Chief Knucklebone, who is not convinced, summons Popeye to investigate.
Popeye visits the local stream for a relaxing swim but is surprised to find a couple of dam-building beavers. A battle begins and eventually Popeye admits defeat and goes for a swim in the beaver's reservoir.
Popeye Journeys to the Lost deserted desert in a quest to find The Lost Dutchman's Mine and its rumored contents, golden nuggets. Brutus is of course also in the desert waiting to steal the goldmines treasure.
Popeye is the proprietor of a pet store whose motto is that all his customers are satisfied. Olive, Wimpy and Swee'Pea come in and get pets and leave satisfied. But Brutus who doesn't like it grabs all their pets. They then go back to Popeye saying he was the one who took them, which he denies. So he dons a dog disguise and tries to find the culprit.
Big hairy Madam Salami tells Olive that in order for Popeye to prove his love he must be able to perform several impossible acts. The bearded Madame Salami is then astounded when Popeye manages to perform the feats.
Popeye's a lumberjack and he's alright, he works all day and sleeps all night. Brutus is also a lumberjack, he steals Popeye's trees and his best gal', Popeye ends up tied to a tree heading for the chopper.
Alice the Goon is terrorizing a small town. Popeye decides he wants to try and catch this monster, legend has it that just looking at Alice will make you so scared that you will turn white and stay that way forever.
When the heat is so unbearable and being nagged by Olive and Swee Pea, Popeye decides to build his own swimming pool. And his neighbor Brutus wants to use it but Popeye won't let him. So he schemes to get it.
Olive gives up walks in the park with Popeye to ride in Brutus's flashy new car. In response, Popeye buys a used car from Wimpy and takes driving lessons from him, but winds up crashing through the wall of Olive's bedroom.
Popeye takes Swee'Pea to the barber for a haircut but he's to scared and won't remove his hat. So Popeye tells him the story of Samson, the man who believed he got his strength from his long hair. And when another man played by Brutus who thought he was the strongest challenged Samson to a test of strength which Samson won. So he decided to try and cut Samson's hair so he will lose his strength. So he poses as a female hair stylist and tricked Samson into letting her work on his hair but actually cuts it; robbing him of his strength.
Popeye and Olive travel to the small town Puddleburg where Popeye bought a newspaper company 'Puddleburg Splash'. Olive plans to teach the townspeople how to read but bullies tear down the new school. Popeye defeats the bullies and starts her classes.