Gulliver washes ashore on Lilliput and attempts to prevent war between that tiny kingdom and its equally-miniscule rival, Blefiscu, as well as smooth the way for the romance between the Princess and Prince of the opposing lands. In this he is alternately aided and hampered by the Lilliputian town crier and general fussbudget, Gabby. A life-threatening situation develops when the bumbling trio of Blefiscu spies, Sneak, Snoop, and Snitch, manage to steal Gulliver's pistol.

Popeye and Bluto are deep sea divers. Popeye has a treasure map; for some reason he cuts Bluto in on the deal, but of course, Bluto's idea of 50-50 isn't exactly fair...

Popeye gives Olive a parrot that he's trained. Bluto sets the bird free and then tries to kill it.

Popeye drives up to take Olive for a ride, but Bluto in his much fancier car does what he can to spoil their jaunt.

After wrecking Popeye's ship and stealing away Olive Oyl, hero of Arabic legend Sindbad decides to test him and his ever-resilient new rival's strength in order to prove their supremacy as the "most remarkable, extraordinary fella" of Sindbad's menagerie island.

Olive takes Popeye to Professor Bluteau to learn some manners.

Betty Boop is incensed at her farmer neighbor's cruelty to his animals. Grampy knows how to teach him a lesson.

Popeye takes Swee'pea to the zoo and spends most of his time rescuing the tot from the various animals.

Popeye is running a women's gymnasium next door to Bluto's cabaret. Seeing Popeye's greater success with women, Bluto dresses in drag and challenges Popeye to various feats of strength.

Popeye and Bluto pick up Olive to celebrate New Year's Eve with them. Popeye brings along her granny out of sympathy.

Popeye and Olive are taking a ferry run by Bluto. When they find out the fare, they decide, with Wimpy, to build a bridge. Bluto does what he can to sabotage this plan - until spinach time, of course.

To get at nurse Olive, Popeye and Bluto fake various illnesses. Olive sees through this and tells them they need to be either very sick or hurt real bad, so they try to get hurt, but both have a sudden run of what would normally be very good luck. Out of desperation, Popeye feeds Bluto the spinach when they start fighting.

Policeman Wimpy loses his handcuffed prisoner when he's distracted by a hamburger shop. The escapee drops into the weapon-filled pawnshop Popeye and Olive are running, and quickly gets in a fight with Popeye.

Bluto dirties all of an office building's windows himself, to drum up business for his window cleaning service. When he gets to Olive's stenographer office, about ten floors up, she says no: Popeye's going to wash her windows. And the battle with Popeye is on.

Olive preaches the need for brotherly love on the radio. Popeye, hearing this, does a number of good deeds: helping two workmen raise a safe, straightening a wrecked car, and helping two boys sneak into a baseball game. But when he tries to break up a fight, it's more than he can handle alone. Olive and her followers come along and try to help, but it's too much for them, too. Of course, once Popeye has his spinach...

'Popito' and 'Olivita' are a dance team, performing at Wimpy's Cafe. Bluto is jealous, and heckles and otherwise disrupts the act.

Popeye takes Olive mountain climbing. Bluto sets various traps for them along the way.

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.

Popeye's ensemble is rehearsing the opening of the Poet and Peasant Overture (with interpolations of the Popeye theme and "I've Been Working on the Railroad"). Maestro Bluto drops in from next door to conduct and play violin and show Popeye up. Popeye plays horribly until he unlocks the previously unexplored artistic benefits of spinach.

Swee'pea is crying, so Olive calls on Popeye to cheer the baby up. Popeye and Bluto compete by doing various silly antics.