Olive is going shopping and drops Swee'pea off for Popeye to watch. Popeye carves a sailboat for him, but the tyke spots Popeye's battleship, and the puny toy boat will no longer do. He climbs aboard, and there's the expected mayhem. Notable sequences include a stint on the ship's cannon's control board, with Popeye caught on the barrel, then in the gears; also, at the end, Swee'Pea hitches a ride atop a torpedo just as Olive is returning and Popeye's out cold.
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| Directing | Dave Fleischer | Director |
| Visual Effects | Al Eugster | Animation Director |
| Sound | Sammy Timberg | Original Music Composer |
| Production | Max Fleischer | Producer |
| Visual Effects | Joseph Oriolo | Animation |
| Writing | Jack Mercer | Story |
| Visual Effects | Al Eugster | Animation |
| Writing | Jack Ward | Story |
