Popeye the Sailor, accompanied by Olive Oyl and Wimpy, is dispatched to stop the dreaded bandit Abu Hassan and his force of forty thieves.

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.

A poor boy and girl in rags gather wood in the snow. They pass by a tailor, a butcher and a baker, all of whom pity the children. Later, they arrive home. Their poor mother sets before them the only food she can: Stale bread. The children get ready for bed; In their dreams, visions of ice cream and donuts, candies and cakes fill their sleeping minds-- Will they awake to the same sorry situation?

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.