Beware of Barnacle Bill

To the classic tune of "Barnacle Bill the Sailor", Olive explains that she can't marry Popeye because she's in love with Barnacle Bill (an unusually large Bluto), who then comes by and proceeds to pound Popeye (until he eats his spinach, of course).

Directed by Dave Fleischer, Beware of Barnacle Bill leans on a strong ensemble — William 'Billy' Costello, Mae Questel, William Pennell — to carry a story that balances spectacle with character.

The film landed with audiences for its craft and performances, and remains one of the most talked-about animation titles of 1935.