Popeye and Olive prepare to make a movie while his nephews watch. The movie is a significant portion of Popeye the Sailor Meets Ali Baba's Forty Thieves, which makes up over 80% of this release (beginning with Popeye, Olive, and Wimpy suffering in the desert), and despite admonitions, the nephews get involved a couple times, most notably tossing Popeye his can of spinach.
Olive has invited the boys over, but finds Popeye old-fashioned compared to the zoot-suited Bluto. Popeye wants to dance a waltz, pull taffy, play pin-the-tail-on-the-donkey and croquet, and bob for apples, but Olive turns up her nose at all these as Bluto sabotages them. Finally, Bluto pours quick-drying cement in the apple water and drives off with Olive. Popeye, encased in cement, rolls downhill into a vegetable shop, right next to a bin of spinach. Good thing, because Bluto's getting fresh in a very old-fashioned way. A zoot-suited Popeye stops him, and gets the girl.
Popeye and Olive are having a day at the beach; the lifeguard (not drawn as Bluto, though he sounds and acts like him) sees Olive and puts the moves on.
To finally defeat Popeye, Bluto sets out to destroy the spinach crop.
Porky Pig and Sylvester the Cat spend the night in an old dark house, whose horrors only Sylvester sees.
In Scotland, Bugs Bunny rescues a woman from a monster. The "woman" is a kilted Scotsman, and the "monster" is his bagpipe. The Scotsman then challenges Bugs to a game of golf.
Slug McSlug, a notorious bank robber, is chased by police after his latest heist. He reaches his country hideout, where he is promptly visited by an uninvited Daffy Duck, who is a door-to-door vendor of a variety of items.
Elmer Fudd takes in Sylvester Cat and an orange kitten during a cold winter night. He'd like to adopt both, but can only keep one. He decides to go to bed and make up his mind in the morning. Sylvester and the kitten both want to be the one who is adopted, so each tries framing the other for noisy misdeeds.
Tired of selling gag novelties on the street, Daffy tries for the million-dollar reward offered by J.P. Cubish for the first person to make him laugh. But he first has to get past the rich man's haughty butler, and in the process subjects the servant to a Bogart-like grilling.
Bugs Bunny finds and rubs Aladdin's lamp and decides to follow the genie to Baghdad, where they battle Mad Man Hassan.
Little Henery the Chicken Hawk wants to prove he's big enough to hunt chickens, but he doesn't know what a chicken is. He labels Foghorn Leghorn a loud-mouthed shnook and dismisses him, prompting Foggy to indignantly try to prove he's a chicken and therefore fit to be Henery's prey.
