Buff sailor-man Popeye arrives in an awkward seaside town called Sweet Haven. There he meets Wimpy, a hamburger-loving man; Olive Oyl, the soon-to-be love of his life; and Bluto, a huge, mean pirate who's out to make Sweet Haven pay for no good reason. Popeye also discovers his long-lost Pappy in the middle of it all, so with a band of his new friends, Popeye heads off to stop Bluto, and he's got the power of spinach, which Popeye detests, to butt Bluto right in the mush. Watch as Popeye mops the floor with punks in a burger joint, stops a greedy tax man, takes down a champion boxer, and even finds abandoned baby Swee' Pea. He's strong to the finish 'cause he eats his spinach!

On the night of his 42nd birthday, George Webber, a popular songwriter, begins showing symptoms of "middle-age crisis." Over the succeeding weeks, he finds himself continually staring at young girls on the street, and he begins envying his high-living neighbor, whose life is one endless orgy. George's behavior causes great concern to his lover, singing star Samantha Taylor, and to his partner Hugh, who has seemingly avoided George's dilemma by being gay. While driving home one afternoon, George spots Jenny, a stunning young beauty en route to her marriage ceremony. Regarding her as "the most beautiful girl I've ever seen" (on a scale from one to 10), George follows her to the church. He later learns her name, and discovers that she and her husband are honeymooning in Mexico. Driven by the impulse to see her again, George flies to Mexico and checks into the hotel where Jenny is staying...