Fleischer Studios Released: Friday August 20, 1937 Directed by: Dave Fleischer
Popeye is sitting outside Olive's lunchroom at the airport, distraught. She's closed the business to fly away with an aviator (Bluto, of course). But it's hardly what she expected; he has her painting his plane, while it's flying; when she says she's rather go back to Popeye, he tries to throw her off the plane. Popeye sees this, and takes off in a plane, just in time to help her out. The boys get into a dogfight, and Bluto manages to demolish Popeye's plane. As Popeye is falling, he grabs a duck and feeds the duck spinach. The duck manages to fly him up to Bluto's plane, Popeye has some spinach of his own, and he teaches Bluto a lesson. Popeye picks up Olive and crashes the plane into the diner, opening it (and providing a new counter).