This film features live-action, black and white footage of a little boy buying a Popeye book, then being picked on by a bully. Popeye comes to life and shows the tyke scenes from his earlier adventures. In the colored version, the live-action footage is left in black and white, but the animated scenes are redrawn in color. The last five minutes of the film get thrown out of sync with the animation due to the colorization process.