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- The legendary sailors Popeye and Sindbad do battle to see which one is the greatest.
- Mickey has been reading Lewis Carroll's "Through the Looking-Glass, and What Alice Found There", and falls asleep. He finds himself on the other side of the mirror, where the furniture is alive. He eats a walnut, which makes him briefly larger, then small. He dances around a lot, ultimately doing a major number with a deck of cards. He dances with the queen, making the king jealous. He comes after Mickey with swords, and Mickey defends himself with a sewing needle. Mickey gets the upper hand, and the king calls for reinforcements. Mickey finds himself chased by several decks, which throw their spots at him. He turns on a fan and blows them away, back through the mirror, where his alarm is ringing.
- A spoof of Al Jolson's "The Jazz Singer", a strict piano teaching owl is cursed with a son who "loves to singa", but only jazz.
- Two frivolous pigs blow the "wolf" horn one too many times and Practical Pig ignores them. The Big Bad Wolf and Three Little Wolves capture the pigs and eventually Practical Pig manages to rescue them in nick of time with "Wolf Pacifier."
- Morty Citymouse invites his cousin Abner Countrymouse for a visit and shows him the ways of the big city, including traps, eating quietly, and busy traffic.
- A sequel to The Tortoise and the Hare (1935), Max Hare and Toby Tortoise are competing again, this time mismatched in the boxing ring.
- A little elephant is ashamed of his trunk until he saves his tiger girlfriend with it by using it as a fire hose when her house burns.
- Minnie's old sweetheart Mortimer drops in while she and Mickey are out on a picnic.
- In their quest for survival, the Three Mouseketeers continually outwit Captain Katt. While he is in pursuit of them, the blind mice get mixed up in a collection of bottles, confusing Katt and causing him to be caught in his own traps.
- Up in the Swiss Alps, Mickey Mouse tangles with a mother eagle, Donald Duck scraps with an edelweiss-stealing goat and Pluto gets inebriated with a St. Bernard.
- Mickey Mouse and Donald Duck, with the help of Goofy the iceman, try to move out before the sheriff can sell off their furniture.
- Plumber Donald is using a large magnet in his work. When he drops it, it causes trouble for Pluto, especially after Pluto swallows it. Things begin clinging to him, especially his metal dog dish.
- Mickey Mouse and his friends face off against a team of celebrities in a polo match.
- At an orphanage, the children are sad because they received broken toys as gifts. Professor Grampy sees the children while passing by in his sled and has an idea on how to give them a merry Christmas.
- The film was made by colorful printing of footage combined with drawing directly on film. The bouncy music drives home the message heard at the end of the film, promoting the GPO (General Post Office): "The Post Office Savings Bank puts a pot of gold at the end of the rainbow for you. No deposit too small for the Post Office Savings Bank."
- Mickey is ringmaster of a circus for orphans. Donald has a trained sea lion act, and does a bit of juggling himself. Mostly, though, he fights with a baby sea lion who keeps stealing both the fish and the show. Donald then finds himself and Mickey in an unrehearsed high wire act, which kicks into high gear when one of the orphans electrifies the wire. They end by doing a high dive into the seals' tank.
- Mickey is preparing to conduct an opera when he chases Pluto away. Pluto crashes into a magician's props backstage and spars with the hat, its rabbits, and its doves. The opera begins: Clarabelle plays flute, Clara and Donald are the leads in a Romeo and Juliet style opera, "Bella Figlia Dell'Amore" from Verdi's Rigoletto. Pluto follows the magic hat onstage, to Mickey's growing annoyance. The hat falls into a tuba, and soon the animals are filling the stage.
- A friend shipped Mickey a baby elephant, Bobo (not, apparently, related to the Warner Bros. Bobo) as a playmate for Pluto. Pluto's first introduction is to Bobo's trunk, through a fence. He's not thrilled, and marches away. The playful Bobo grabs Pluto's tail and follows. Pluto's devil self tells him he's being replaced, and tells him to attack with red pepper.
- Mickey and Donald take a truckload of mouse boys on a picnic. The boys delight in tormenting Donald, first by filching the picnic food, then giving him a flower with a bee inside (Donald eventually gets the whole hive after him), and finally a sandwich with another bee in it.
- A visit to a Hollywood nightclub, featuring caricatures of, among others, Walter Winchell, Hugh Herbert, W.C. Fields, Katharine Hepburn, Ned Sparks, Johnny Weissmuller, Lupe Velez, John Barrymore, Harpo Marx, George Arliss, 'Mae West', Stan Laurel, Oliver Hardy, 'Clark Gable', Edna May Oliver, Gary Cooper, The Dionne Quintuplets, Groucho Marx, Helen Morgan, Wallace Beery, 'Edward G. Robinson' and George Raft.
- A hen has taken up residence in Pluto's doghouse and laid her eggs. She steps out; Pluto comes home and the eggs all hatch, and the chicks take Pluto for mommy and won't let go. Then a grasshopper comes along, and all the chicks chase after it. Pluto tries to sneak off, but the chick that swallowed the hopper comes hopping along and bumps into Pluto. He feels sorry for it and is soon overrun by chicks again. He helps them scratch up a worm. The hen returns and argues with Pluto over the babies. She brings the rooster into the argument. While they fight, the babies run to the doghouse. Pluto wins and settles in, sad to see the chicks go without realizing they're hiding in the straw all around him. When they emerge, he's happy.
- A bellhop in the No 1. hotel of a smalltown awaiting the arrival of Miss Glory dreams he has to page Miss Glory at a first class hotel in New York, and this turns out to be a nightmare. Finally he is awakened by the manager, because Miss Glory's car has arrived, but instead of a beautiful lady, a child star a la Shirley Temple steps out ...
- A spider runs a hotel for flies where he keeps his guests captive. A pair of fly newlyweds arrive and check in. Fortunately, the husband is "flyweight champion". After a pitched battle featuring arrows (fountain pen nibs) and a machinegun (aspirins shot from a perfume atomizer), the spider winds up in a bottle of library paste.
- Short colour animated film showing shapes moving and set to a musical score. The shapes are coloured and primarily geometric in nature.
- Porky is raising chickens, ducks, and geese. Many birds have fallen victim to the hawk, Porky's going to do everything he can to fight back. He takes to the air, but the buzzard calls in reinforcements; first they pull Porky's tail, then they bombard him with eggs, and finally they steal his machine gun. The birds toss the chick back and forth football style, but drop it; Porky recovers, and manages to take out the flock of buzzards.
- Popeye takes Swee' Pea to the zoo and spends most of his time rescuing the tot from the various animals.
- Jean Batiste catches many of Porky's animal friends in his traps, so Porky follows him and releases the animals as soon as they are trapped. Jean learns of this and captures Porky.
- Dwarfs greet the coming of spring by manufacturing various bright colours.
- Perrault's fairy tale presented in claymation with choral voices. Bluebeard goes courting, all six of his wives having died. He arrives at the house of a widow with two daughters. He's greatly feared, but he overcomes objections with a generous dowry. One sister (Anne) refuses him; the other accepts. At his castle, the damsel delights in precious minutes away from Bluebeard in the rose garden. The Saracens declare war; Bluebeard goes off to fight them, leaving the keys to the castle in the damsel's hands. He warns her not to enter the forbidden room. As war rages, she discovers riches in the castle and then enters the forbidden room. Will Bluebeard discover her act? Can she escape death?
- 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.
- To impress Olive, Bluto and Popeye try to convince an Army recruiter to sign him up.
- Popeye teaches Olive the art of self-defense, which comes in handy when a woman boxer flirts with him.
- Prolog: various animals enjoy winter sports. Beans sees a notice of a ski race, and decides to enter. But so does a bad guy (who looks more than a little like Disney's Pete). The bad guy sabotages the other contestants in various ways, takes short cuts, etc. But Beans manages to tie up the bad guy in his own trip line. A duck riding a dachshund knocks the bad guy out for a while; he and Beans trade places a few more times before Beans wins the race, just barely.
- Porky figures out that by picking up people's stuff he can get enough change to buy ice-cream sodas. A bomber leaves a time-bomb in and Porky goes at lengths to return it to him without knowing its a bomb.
- The fish and frogs gather at the old mill pond to hear a jazz concert. Performers include caricatures of Cab Calloway, Fats Waller, and tap dancer Bill Robinson ("Bojangles").
- Porky's in the foreign legion. But he's not allowed to fight; all he can do is scrub camels, and he's not particularly good at that. The other soldiers ride off to find the evil Ali Mode, leaving Porky behind. Ali Mode notices, and tries to gain entrance to the fort, first by tricking Porky, then by tunnelling, then by military assaults, but Porky rebuffs all attempts, ultimately landing Ali Mode in a big vat of "Cairo Syrup" and collecting a chestful of medals.
- Popeye is running a women's gymnasium next door to Bluto's cabaret; seeing Popeye's greater success with women, he dresses in drag and challenges Popeye to various feats of strength.
- The Little King, comic strip character, meets Betty Boop.
- That's what Olive wants. To even the score, the boys visit Wimpy's barber shop. Wimpy is out, so they shave each other; you'd think Popeye would know better than to let Bluto at him with a razor.
- Felix is handing out relief, thanks to a goose that lays golden eggs. The evil Captain Kidd sees the goose and breaks into Felix's house to get it. He brings the goose to his pirate ship. Felix arrives too late to catch the ship. Goldie won't lay for the pirates. Felix sees a cannon and turns himself into a human cannonball to catch teh ship. With help from Goldie and another cannon, he subdues the crew, wrapping them in the sail and depositing them in the hold. He and Kidd have a swordfight, but their swords melt together. Kidd chases Felix up the mast, then foolishly cuts off his own support. He falls into the hold. They sail for home, where Felix fires off cannonloads of gold coins.
- Betty Boop is incensed at her farmer neighbor's cruelty to his animals. But the inventive Grampy knows how to teach him a lesson.
- Thrown out of the house into the backyard, the three kittens are sheltered by a giant Saint Bernard and are tormented by a turtle and a bluebird.
- Porky's father is going to lose his farm. Porky goes to town with his horse and works a milk route, with a warning that if he breaks a bottle he's fired. As he's delivering, cats follow along behind draining the bottles. Meanwhile, Hank Horsefly follows them into town. He stings Dobbin, who crashes and breaks many bottles. They happen upon a horse race and accidentally enter; the horse is merely plodding along until it gets stung again. Porky wins the $10,000 race and drives home in a limo just in time.
- A dark and stormy night in a drugstore. The druggist mixes a potion and falls asleep. The skull-and-crossbones on the bottle comes to life and drips the potion on the druggist, shrinking him. The baby bottles start crying (in three-part harmony). The druggist lights a lantern, then plays a perfume atomizer like bagpipes, bringing a bottle of Scotch Whiskey to life. Other bottles that come alive include smelling salts, bath salts, Listerine, perfume, india ink (doing a snake charmer bit with some Cobra toothpaste). A Dutch boy and girl go figure skating on a mirror, with help from some talcum-powder snow. The druggist wraps a pipe around himself and plays it as a tuba. The skull and crossbones hatch a nefarious scheme, helped by the witch hazel and spirits of ammonia ghosts. He gets sent through distilling apparatus and is otherwise mangled and then he wakes up.
- Inspired by Olive's preaching of the value of brotherly love, Popeye takes a walk through the city doing good deeds.
- Felix the Cat is perched in a tree playing his guitar and serenading himself and a canary with a little ditty called "Nature and Me." It is a beautiful day in cartoon-land but Mother Nature, perhaps not a music lover, whips up a lightning-laden thunderstorm and Felix is soon seeking shelter. He finds it at the castle of King Cole, a boastful, fabricating blow-hard. The King's ancestors, tired of hearing the braggart, come out of their pictures as ghostly specters and take the King to the dungeon and pump the gassy hot-air out of him.
- A characterization of Bing Crosby as a fly, who comes down to woo all the other insects with his singing talent, and aerial skills.
- As Popeye makes an order at Bluto's diner, Wimpy causes a fight between them with his shameless mooching.
- Porky Pig joins the Army Air Corps. After overcoming the problems caused by his small stature and surviving the rigors of basic training, Porky gets his first assignment, as a janitor for the experimental "robot plane." When a boy standing in front of the command microphone for the robot plane starts to show off the tricks his dog can do, Porky's wild ride begins...
- Popeye takes Olive mountain climbing. Bluto sets various traps for them along the way, which Popeye manages to overcome. They get to the top, and Bluto pushes Popeye off a cliff and starts skiing down with Olive. Popeye eats his spinach and gives chase.