Brutus is directing a film that Olive Oyl and Popeye are starring in. It's an Antony and Cleopatra epic. Brutus is a corny, old-time type of director in riding boots- cap on backwards and carrying a megaphone. Sparks fly when Brutus sets his lusting eyes on Olive. Brutus makes a play for Olive under the guise of directing love scenes. Popeye doesn't like this. The director tries all kinds of dangerous stunts to get Popeye out of the way so that he can come on to Olive. During the course of action, which includes lions, gorillas and other dangerous animals, Popeye is overcome. But our hero is pretty tough. The gorilla's curiosity about a can of spinach causes spinach to pop out into Popeye's gaping mouth, reviving him. Popeye starts cameras running and makes a fast picture of himself giving Brutus what he deserves. Some surprising dialogue.