Popeye's nephews would rather have hamburgers than spinach, so Popeye recounts some of his past exploits where spinach saved the day.

Popeye and Olive are relaxing in the water off Miami when a hurricane hits. It carries them to the North Pole. Fortunately, a penguin comes by advertising Pierre's Trading Post; unfortunately, Pierre has eyes for Olive.

Popeye is Robin Hood; he's got a sidekick, Little John. Bluto is the tax collector, and Olive is the owner/barmaid at the local pub. Bluto comes to the pub to collect taxes and falls for Olive.

Popeye and Olive are atop the highest peak in Yellowstone Park; Olive falls off into a deep hole, where a caveman and dinosaur are still living. Olive almost ends up in the dinosaur, but the caveman (longing for a woman) saves her. Olive falls for him, but Popeye, noticing Olive's absence, comes down and saves her from the caveman. They fight it out; the caveman stuffs Popeye into a not-quite-empty spinach can and feeds him to the dinosaur, but of course, Popeye breaks out and wins the day.

The first Olympics, starring Hercules (looking, but not quite sounding, like a really pumped-up Bluto), who challenges anyone to do the same feats as him. Popeye takes that challenge, of course. First, they battle animals, with Bluto pulling the skins off two wild elephants and Popeye turning three lions into a nesting set. The discus throw doesn't go well, with Herc's disc swooping Popeye into Herc's hand. The javelin is even worse for Popeye, with Herc throwing him all the way to the moon. This gives him a chance to go after Olive in typical Bluto fashion; her cries of help reach Popeye, who prays to the Greek goddess Spinachia, who delivers a can of spinach to him.

Mickey Mouse sends Pluto to buy sausage at the butcher shop, but Butch schemes to steal it.

Tired of political rhetoric, Olive lays out her platform.

Mickey, in the Australian bush, throws a boomerang that gets caught in Pluto’s mouth. Mickey then discovers an egg of an emu. Unfortunately, the parent chases him, but Pluto and the boomerang zoom into his path, leaving the emu all tangled.

In the grand tradition of Disney's great musical classics, Melody Time features seven timeless stories, each enhanced with high-spirited music and unforgettable characters. You'll be sure to tap your toes and clap your hands in this witty feast for the eyes and ears.

Popular animated character Charley explains the National Insurance Act, which was legislation that made health insurance available to all British citizens.

Pluto discovers that a gopher has been stealing bones from his hidden stash.

Popeye and Olive are riding a camel in Arabia. They stop to fill the camel with water and freshen up a bit; Olive muses aloud that she'd like to kiss a sheik. A sheik, looking a lot like Bluto, happens to overhear this and sets up a kissing booth. He carries her away to his luxurious tent. Popeye finally finishes up and notices Olive is gone; he chases after her, but his camel suffers a blowout. Meanwhile, the sheik has been wooing Olive. Popeye arrives, and after briefly sharing the hookah with the sheik, tries to leave with Olive. The sheik will have none of it; he wraps Popeye like a mummy and fires him with a cannon into the sphinx. Fortuitously, there's a can of spinach inside, and Popeye saves the day.

Popeye and Olive are feeding squirrels in the park when the rich and elegant Count Marvo (Bluto), the magician (and practical joker), rides up on his horse and steals Olive away, while tricking Popeye with an exploding cigar and other gimmicks.

Police Officer Flanagan gives a little blind girl, Billie, a Raggety-Ann doll, and she is told she can see it if she uses her imagination; she does so and the slum neighborhood is transformed into an enchanted fairyland, alive with beautiful colors and music.

The snow covered mountains; but not to worry, rescue dog Pluto is on duty. Actually, given that he barely keeps himself safe, maybe you should worry. A playful seal keeps stealing his cask of grog.

Forest rangers George and Junior try to snuff out a frisky flame with a sparky personality that threatens to set the forest alight.

Popeye is taking Olive on a boat ride when she spots a pirate ship. They are soon captured, and Popeye has to rescue Olive from the (initially charming) pirate captain. He tries tricks, like dressing in drag, but until the spinach, no luck. Fortunately, a passing swordfish reading a Popeye comic book recognizes him and feeds him the spinach on the comic cover.

When a pilot has to turn back due to a severe storm, he drops the mail at a remote outpost where it can be delivered by dogsled. The falling mail pouch lands on Pluto, and he sets out to deliver it. He is continually delayed by a rabbit along the way, but in the end, the rabbit helps Pluto deliver the mail pouch.

George and Junior get a job as dog catchers and spend the picture trying to catch one measly little dog.

Little Bobo the Elephant decides to leave a jungle, where he is assigned to the thankless task of moving logs with his trunk, for a glamorous life in a circus in America. On the advice of a minah bird, Bobo paints himself pink to gain access to a ship bound for the U.S., because nobody on the ship will admit to seeing a pink elephant much less act to remove the presumed hallucination. After Bobo arrives in America, a steet-cleaner washes his pink color away, and people are now willing to acknowledge seeing the little elephant. Bobo is arrested by the police and chained for trial by judge, and the judge sentences him to life - in a circus, where he is bat "boy" for the big top baseball team, and laments that he's carrying logs (i.e. bats) yet again!

Jiminy Cricket hosts two Disney animated shorts: Bongo about a circus bear escaping to the wild, and Mickey and the Beanstalk, a take on the famous fairy tale.

Donald needs a log for his fire. Unfortunately, the one he picks is occupied by a couple of chipmunks and their stash of acorns. When he cuts it down, Chip and Dale fall out, but their acorns stay behind, so they work at putting out Donald's fire and retrieving their stash. Donald, of course, takes this as calmly and cheerfully as you would expect.

Spike is guarding a private fishing hole - in his sleep. Tom sneaks in to do some fishing - with Jerry as bait. But one particularly vicious fish turns out to be more than Tom or Jerry bargained for, particularly when he wakes up Spike.

Bluto, the daring hot air balloon rider, catches the eye of Olive at a carnival, much to Popeye's chagrin. Bluto manages to make Popeye look bad several times, eventually winning a ring at the ball toss and taking her up in his balloon. Of course, he tries to get fresh with her, and Popeye comes to the rescue with the help of some fireworks. The hot air balloon gets a bit too hot, putting Olive in even more danger.