 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 (1937)_ (qv), 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.