It's the middle ages (sort of); Popeye is working in Bluto's Beanery. Bluto is going to the ball where Princess Olive will choose her mate. Popeye's fairy godpappy appears and it's a reverse Cinderella story, with a car created from a can of spinach.
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| Directing | Seymour Kneitel | Director |
| Crew | Robert Connavale | Scenic Artist |
| Writing | Irv Spector | Story |
| Visual Effects | Wm. B. Pattengill | Animation |
| Visual Effects | Al Eugster | Animation Director |
| Production | Seymour Kneitel | Producer |
| Production | Izzy Sparber | Producer |
| Visual Effects | Al Eugster | Animation |
| Sound | Winston Sharples | Music |
