[[caption-width-right:300:Or is he?]]

A 1980 [[TheMusical Musical]] LiveActionAdaptation starring Creator/RobinWilliams as the eponymous character and directed by Creator/RobertAltman, with a song score by Creator/HarryNilsson and a screenplay by Jules Feiffer.

The plot is effectively the origin story of the two-fisted sailor man. After years on the sea, Popeye arrives in the ramshackle town of Sweethaven searching for his [[LongLostRelative long-lost pappy]] (Ray Walston) and winds up not only caught in a LoveTriangle with Olive Oyl ([[Series/FaerieTaleTheatre Shelley Duvall]]) and Bluto (Paul L. Smith), but also becoming an adoptive father to an abandoned baby he names Swee'Pea...

The movie grossed more than twice its enormous budget in the U.S. alone (it took two studios to mount it -- Paramount and Disney), but received extremely mixed reviews from critics. It was also a TroubledProduction; between that and its inability to live up to Paramount's high expectations, Robin Williams came to see it as something of an OldShame and it derailed Altman's mainstream directorial career for well over a decade. It hasn't yet been outright VindicatedByHistory, but it does have a growing CultClassic following.

!!This movie provides examples of:

* AdultFear:
** One minute, Popeye and his adopted kid are being congratulated by the entire town for [[spoiler: getting rid of the hated tax collector]]. And suddenly, he realizes that somewhere in the crowd, ''Swee'Pea has disappeared''.
** In the climax, Swee'pea is confronted by an octopus that tries to bring him under. Olive starts freaking out and calls out to Pappy to save him, especially since she's unable to save him herself.
** When the Oyls are given the rundown of their crushing debts, Cole hides his tears behind a newspaper. His family is ruined and he sees no way out.
* AllThatGlitters: The treasure that everyone is hunting in the final act turns out to be...Pappy's mementos of his son, making for a CrowningMomentOfHeartwarming when he shows the items to Swee'Pea.
* AmbiguouslyJewish: The entire town of Sweethaven. (You can remove the "Ambiguous" from Geezil.) It's worth noting that Bluto was played by Paul L. Smith, a RealLife BadassIsraeli.[[note]]He grew up in Florida but went to Israel to fight as a volunteer in the Six-Day War, then settled there permanently after he retired from acting[[/note]]
* AndThereWasMuchRejoicing: Practically the entire town rejoices when [[spoiler:Popeye takes down the tax collector]].
* AnnoyingYoungerSibling: Castor to Olive. This is a complete turn-around from the original ''Thimble Theater'' comic, where it was ''Olive'' who was the AnnoyingYoungerSibling to ''Castor.''
* ArrangedMarriage: Between Olive and Bluto -- initially.
* AuteurLicense: Robert Altman, best-known at the time for iconoclastic comedies and dramas like ''Film/{{MASH}}'' and ''Film/{{Nashville}}'', getting the reins to a family musical is a perfect example of this (and he replaced Hal Ashby, a similar New Hollywood talent). Because the film wasn't as profitable as hoped and reviews were so mixed, he immediately lost it and while he did a lot of film and [=TV=] work over the rest of TheEighties, none of it got mainstream attention until 1992's ''Film/ThePlayer'', which triggered a CareerResurrection.
* BabiesMakeEverythingBetter: Swee'pea! Finding and taking care of him brings Popeye and Olive Oyl closer together. Even Poopdeck Pappy has a change of heart when he starts bonding with Swee'pea in a grandfatherly way after rescuing him and the treasure from Bluto's clutches.
* BadassGrandpa: Poopdeck Pappy takes his old ship and pursues Bluto to Scab Island, and even rescues Swee'Pea from a mean-looking octopus.
* BelligerentSexualTension: When Popeye undercuts Olive's parental authority, Olive calls him on it in bizarre mix of irritation and flirtation. She even ends with with a "Phooey," which (maybe accidentally, maybe not) brushes her lips against his, and walks off in a huff. Even Popeye seems confused about what the hell just happened.
* BigBad: Bluto does most of the work in running Sweethaven for the Commodore/[[spoiler:Poopdeck Pappy]], and even schemes to take Poopdeck Pappy's treasure for his own.
* BigEater: Wimpy, as per usual.
* BriarPatching: An unintentional example, as Popeye doesn't even ''know'' that spinach will make him strong until Bluto forces it on him out of cruelty.
* BrokenRecord: Cole Oyl when demanding an apology.
* CallBack: "It's Not Easy Being Me" has three: two to "He's Large", and one to "I'm Mean".
* CardCarryingVillain: Bluto. He even gets a whole song about how mean he is as he smashes up the Oyls' residence.
* CatchPhrase:
** "[[IAmWhatIAm I yam what I yam and that's all what I yam!]]" Even turned into a song.
** Wimpy gets to say a few of his famous {{Catch Phrase}}s over the course of the movie, such as "I'm buying, he's paying" and of course the classic "I would gladly pay you Tuesday for a hamburger today."
** Geezil never misses an opportunity to tell Wimpy that he hates him -- or tell other people that he hates Wimpy.
** Popeye's signature "Phooey!" proves to be both hereditary and contagious, as Poopdeck Pappy and Olive Oyl both use it in his presence.
** Cole Oyl is very prone to tell people that they owe him an apology.
** "You're not thinking of doing [random activity], are you? Because there's a xx cent [same random activity] tax."
* ChildHater: Downplayed with Poopdeck Pappy; his misanthropic "Kids" song focuses on the fickleness and ingratitude of human nature:
-->'''Poopdeck Pappy''': Bless their little hearts, if they was made out of gold, I'd like to sell 'em on the open market. I could make me a fortune. Kids! Eh, they don't know what they're doing. Kids, dadblast 'em! They're gonna lead you to ruin. That's what they're gonna do, lead you to ruin. They cry at you when they're young, they yell at you when they're older, they borrows from you when they's middle-aged and they leave you alone to die. Without even paying you back! Children, phooey. You give them everything they want, and what do you get back in return? You get nothing! Why they're just smaller versions of us you know, but I'm not so crazy about me in the first place, so why would I want one of them? I'm asking ya. Children. Ah, children. Little children. You'll pour your heart to them, you give them everything they want. Give them candy and a lot of toys, and what do you get in return? You get a lot of noise: "Nyah, nyah, nyah, nyah, nyah, nyah, my poppa's a mean old man!" I'm through with children, I'm through with kids. They ain't nothing I'm never gonna do about it.
** However, when he sees Swee'pea in the clutches of Bluto, who's using him like a human treasure detector, he sees hope for the future generation and goes on a rescue mission, and starts bonding with Swee'pea and Popeye.
* ChildrenAreAWaste: Poopdeck Pappy's "Kids" song.
* ChildrenAreInnocent: Swee'pea.
* ClusterFBomb: Pappy delivers a "Cluster 'Haul Ass' " during the climactic rescue mission.
* CompositeCharacter: Swee'pea has taken on the "fortune-telling" traits of Eugene the Jeep, who was originally going to be in the movie; see WhatCouldHaveBeen on the Trivia page.
* ContinuityNod: A lot of them. The movie was criticized for not being very faithful to the cartoons, but it actually has a lot in common with the original ''Thimble Theater'' comic. (As discussed in film critics Drew [=McWeeny=] and Scott Weinberg's ''80s All Over'' commentary track podcast, the film is really a ''prequel'' to the cartoons.)
* CrazyJealousGuy: Bluto is less than pleased when he sees Olive with Popeye and carrying Swee'pea.
* CreditsMedley: A lushly-orchestrated instrumental medley of "I'm Popeye the Sailor Man", "I Yam What I Yam", "He Needs Me", and "I'm Mean" closes out the film.
* DamnedByFaintPraise: Bluto in "He's Large".
* DamselInDistress: Olive Oyl in the final stretch.
* DefeatEqualsFriendship: The diner toughs, after a fashion. They all are (understandably) uncomfortable when they next see Popeye (at the engagement party), but when he exiles the tax man, the jubilantly carry him aloft. Later when he goes to have it out with the commodore, they shout encouragement to him.
* DefrostingTheIceQueen: Olive is rather snooty at the beginning of the film -- especially towards Popeye. She starts to mellow out and warm up to him after they find Swee'pea.
* DepartmentOfRedundancyDepartment: Pressed to find good things to say about Bluto, Olive keeps coming back to "He's large" while singing "He's Large"!
--> "He's tall... good lookin'... and he's large... he's large... ''[[RuleOfThree large]]''... tall... [[OverlyLongGag large]]..."
* DinerBrawl: Popeye first springs into action at the aptly named Rough House. As the gang taunts him in the leadup to the brawl, note that the workers are setting up gates/barracades, suggesting that this trope is a common occurrence there!
* DissonantSerenity: Almost all of the diner patrons, and even some of the staff, start to [[OhCrap freak out]] when it's obvious a brawl is imminent. However, Roughhouse doesn't even look up from his solitaire game.
** Likewise, Bluto only glances at the carnage with passing curiosity, not even stopping his meal.
* DoesNotLikeSpam: Popeye does not like ''spinach''. No, really!
* DrivenToSuicide: Popeye over losing Swee'Pea, in a scene that was cut because it was considered too dark.
* TheDragon: The Taxman of Sweethaven.
* EspeciallyZoidberg: A sign on the wall at Rough House's:
-->''Positively [=NO=] credit! Especially you, Wimpy!''
* EvenBadMenLoveTheirMamas: Oxblood Oxheart very clearly loves his mother.
* EvilDebtCollector: The Tax Man will come up with all sorts of frivolous charges to get arbitrary amounts of tax. And he demands exact change!
* EvilSoundsDeep: A [[SubvertedTrope subverted example]]: Bluto is played by Paul L. Smith, but his deep baritone singing voice is provided by "Big" John Wallace. [[https://www.youtube.com/watch?v=VSBtBSLlr6w Bluto's "I'm Mean" song]] shows a prime example of his baritone voice.
* FunnyBackgroundEvent: All over the place. From the first scenes we see all the extra background characters and main characters doing ''something'' at any given moment throughout, such as the hairy, bearded hobo who is seen taking a random swim in one scene, and Popeye ripping off the helm of the Commodore's boat trying to steer it.
** When the diner toughs come into The Rough House Cafe, Mort snatches a chair up from under Ham Gravy. However, Ham remains aloft as if the chair is still under him. In the background, you see that he's ''still aloft'' like this for five or more minutes!
* GenerationXerox: Popeye and Pappy are practically identical save for a thirty-year age difference. They even get into two arguments that are actually the ''same'' argument with the speakers reversed.
* GettingCrapPastTheRadar:
** The "house of ill re-pukes" that Wimpy takes Swee'pea to in order to bet on horses is not only a place of gambling but clearly also a brothel. It's never directly ''stated'', but the following dialogue as Popeye and the Oyls enter the place make very little room for doubt:
-->'''Popeye:''' What is this, a house of ill re-pukes? Ooh, who'd bring me infink to this den o' immoraliky? ''(to Olive)'' Don't touch nothin', you might get a [[{{Malaproper}} venerable disease.]]\\
'''Lady of "ill re-pukes":''' Oooh, is that a bed pole you got in your pocket, handsome?
** The entire reason Bluto goes sideways on seeing Popeye, Olive, and Swee'pea together is that he thinks that she had sex with Popeye and produced a child with him!
** When he first arrives at the Oyls, Popeye's seabag keeps bumping Nana Oyl's boobs, to the point where she starts covering them every time he turns.
** Upon arriving in Sweet Haven, Popeye sees La Verne the Waitress straightening her stockings. Popeye mutters "[[AllMenArePerverts Nice lookin' knees...]] that does it for me!"
** Alarmed at Swee'Pea's rattle, Olive jumps into Popeye's arms her legs emphatically around him. Popeye notes "We should at least have dinner first!"
* HilariouslyAbusiveChildhood: It's clear from Popeye's stories from his childhood that his pap was ''not'' a good father, even before he abandoned him. It's all PlayedForLaughs, since Popeye seems to either be in denial or trying to make excuses for his father.
-->"One thing I remember about me pap was that he always used to throw me up in the air. Yeah, heh heh... but he'd never be there when I come down, you know. Heh heh heh. Boy, he had a sensek'a humor, didn't he? Yeah, that was me pap. I remember the time he gave me a electric eel as a toy. Hah hah hah -- ''eep!'' Hah, yeah, that was fun. Or, or he'd rock me cradle real, real, real hard and I'd lose me formula. And then he'd say 'One day, you'll be a sailor.' Heh heh heh, that's... that's what I yam today, yeah. Hm. Yeah. Sometimes he'd bounce me on his knee. Heh heh, most o' the time he'd miss, though, 'cos he couldn't see too well with one eye.... heh heh heh, oh, me pap, yeah..."
* HongKongDub: Whenever Swee'Pea talks, it's obviously not really the baby talking.
* IAmSong: Popeye gets two of these: "I Yam What I Yam" and, for the film's finale, "I'm Popeye the Sailor Man".
** "I'm Mean", of course, about how Bluto is so tough, [[BeyondTheImpossible he even fought himself in a dream and was choked to death, then somehow managed to break the hold afterward]].
* IAmWhatIAm: "I Yam What I Yam" fits this trope perfectly as Popeye stands up for his principles when the others are interested in exploiting Swee'pea's abilities for profit.
* IDoNotLikeGreenEggsAndHam: Until the last scene, anyway. Seems he never really gave it a chance. This is not as farfetched as it sounds: When the character first debuted, ''way'' [[LongRunner back in 1929]] in ''Thimble Theater'', he found out about spinach the same way.
* IHaveNoSon: When Popeye meets his father, the latter refuses to acknowledge him as his son at first.
* IOwnThisTown: The Commodore/Poopdeck Pappy pretty much owns everything important in Sweethaven. When Bluto suggests using Swee'Pea's gift to make a bundle at the gambling hall, Pappy scoffs, saying he ''owns'' the gambling hall.
* InTheStyleOf: ''Very'' reminiscent of the work of Creator/FedericoFellini, and intentionally so. The cinematography was by frequent Fellini collaborator Giuseppe Rotunni.
* JerkWithAHeartOfGold: Poopdeck Pappy comes across as a genuine {{Jerkass}} at first, but towards the end proves to have had a heart all along when he starts warming up to Swee'Pea and sharing his "treasure" with him, which turns out to be an old sea chest filled not with gold or jewels, but an empty picture frame, some cans of spinach, bronze baby shoes, and a toy trumpet.
* JustForPun: "A place of ill re-puke!"
* KarmaHoudini: Wimpy causes a lot of complications for Popeye and The Oyls -- as the ''80s All Over'' podcast points out, he ''sells a baby for burgers'' -- yet he never really seems to pay for any of it.
* KickTheDog: Bluto tries to pull this with Popeye at the end of the film. [[NiceJobFixingItVillain It backfires on him rather emphatically.]]
* LiteralMetaphor:
** When Bluto spots Olive with Popeye and Swee'Pea, he sees red.
** "Look at Bluto! He's gone yellow!" at the end.
* LogoJoke: As the {{Retraux}} opening recreates the opening credits of the Fleischer Bros.-era Popeye cartoons Paramount distributed (see below), the 1930s-era Paramount logo used for those substitutes for the then-current one, seen [[https://www.youtube.com/watch?v=evZ7FQe92X0 here]].
* LovesMeNot: Bluto does a variation on this, going from "She loves me" to "She'll marry me". Everyone at the party is on edge, fearing his rage if he gets a "She won't marry me".
* MickeyMousing: All the fighting is choreographed like elaborate dance sequences, just like one of the old Popeye shorts where he'd line 'em up and knock 'em down.
* MuggingTheMonster: When several of thugs at Rough House start harassing Popeye as he tries to talk to Wimpy. Popeye keeps his fuse in check until they physically try to attack him. Naturally, he wipes the floor with them.
* MyCountryTisOfTheeThatISting: "Sweet, Sweethaven -- An Anthem":
-->'''Chorus''': Sweet Sweethaven, God must love us,\\
We the people, love Sweethaven,\\
Hooray, hooray, Sweethaven...\\
Flags are wavin',\\
We're people from the sea, Safe from democracy,\\
Sweeter than a melon tree, Put here for you and me,\\
Sweet Sweethaven, God must love us,\\
We the people, of Sweethaven...\\
God must have landed here, why else would He strand us here, where the air is nice and clear?\\
Sweethaven even sounds so close to Heaven...\\
God will always bless Sweethaven...
* MythologyGag:
** At Olive and Bluto's engagement party a man can be heard complaining about Olive getting married. This man is Ham Gravy, who was Olive's fiance in the original ''Thimble Theater'' comic strip before he was PutOnABus and Popeye took his place.
** Swee'pea's introduction in the movie is a big ShoutOut to the way he was introduced in the comic strip. [[note]]In the comic, he arrives in a package addressed to Popeye, and the package makes so many strange sounds that Popeye and Wimpy think it must contain a dangerous animal and are about to kill it when they discover that the package contains a baby. In the movie, Popeye picks up a basket which he mistakes for Olive's, and Olive hears the baby's rattle and is convinced that there's a rattlesnake in the basket, and Popeye opens the basket to deal with the dangerous creature before he discovers it's a baby.[[/note]]
** When Rough House asks who's going pay for the burger Wimpy replies "I'm buying, he's paying." This was one of his {{Catch Phrase}}s in the original comic strip.
** All the Roughhouse roughnecks -- Spike, Mort, Gozo, Bolo, Slug and Butch -- are all named after various thug villains Popeye encountered (and defeated) in the ''Thimble Theater'' comic strips. About half of them were henchmen for The Sea Hag.
* NiceJobFixingItVillain: Only ''Bluto'' could be so stupid as to force Popeye to eat his spinach, and get the mega-knuckle sandwich he so deserves because of that.
* NoHoldsBarredBeatdown: Castor Oyl vs. Oxblood Oxheart ([[RedBaron "The Dirtiest Fighter Alive"]]).
* NotSoDifferent / LikeFatherLikeSon: Both Popeye and Pappy have empty picture frames with "Me Pappy" and "Me Son", respectively, scribbled where a picture should be.
* NotWhatItLooksLike: Just imagine what Bluto thought when he saw Olive carrying Swee'pea and walking with Popeye.
* NumberOneDime: One of Bluto's motivations for villainy (other than "I'm mean, if you know what I mean") is getting his hands on Poopdeck Pappy's treasure. When the treasure is finally revealed, it turns out to be things like pictures of Popeye (Pappy's son) as an "infink", his baby rattle, baby booties, and other sentimental mementos of childhood.
* OrderedApology: In the lead-up to the brawl at Rough House's, Popeye demands an apology from the thugs who mocked his pappy. They respond by seizing the hash houses's ''other'' patrons and forcing an apology out of each. This is just for fun, as they obviously intend to throw down with Popeye one way or another.
* OriginStory: As with many movies that have launched superhero franchises, this is a tale of how Popeye gets started, establishing all his major relationships and iconic items along the way.
* PapaWolf: Popeye to Swee'pea, and Poopdeck Pappy to Swee'Pea when he rescues him from the octopus.
* ParentalBonus: The town drunk is named Barnacle Bill, a reference to a BawdySong from the early 20th century. "Beware of Barnacle Bill" was even the name of an early Popeye cartoon, which contains a cleaned-up version of the song (and with Bluto in the role of Barnacle Bill). [[http://www.youtube.com/watch?v=3cTmhG2x58w Behold!]]
* PopStarComposer: All of the songs, save the cartoon's theme song "I'm Popeye the Sailor Man", are written by Music/HarryNilsson.
* PrecisionFStrike: There's a precision ''D'' strike in "I'm Mean". Popeye also jumps off a ship shouting "Oh, shee-yit!" near the end.
* ReCut: In the North American cut, Swee'Pea says "Popeye" just before it cuts to Popeye singing "Swee'Pea's Lullaby". In the European cut, Swee'Pea's "Popeye" is moved to the IrisOut after the song.
* RedEyesTakeWarning: When Bluto sees Olive with Popeye ''and'' the newly found Swee'Pea when she arrives late for their engagement party, he gets the wrong idea and his eyes glow red with anger, complete with a POV shot.
* {{Retraux}}: The opening credits start with a hand-drawn throwback to the original Creator/MaxAndDaveFleischer Popeye cartoons made during UsefulNotes/TheGoldenAgeOfAnimation, albeit with the animation being outsourced to Creator/HannaBarbera (which was making new Popeye cartoons for [=TV=] at the time). The town of Sweethaven, for that matter, is a veritable AnachronismStew of driftwood buildings and {{Retraux}} artifacts.
* SettingIntroductionSong: "Sweethaven -- An Anthem".
* SmoochOfVictory: Olive delivers one to Popeye after he saves her in the end, complete with a “My hero!” following it.
* SomethingOnlyTheyWouldSay: When Popeye is trying to prove to Pappy that he's his son, Pappy tells him there's only one way he can be convinced. "Eat the spinach." Once Popeye refuses to eat it, whining like a baby, Pappy is convinced that he's his son.
* SoundEffectBleep:
** Pappy, during "Kids".
** Bluto in his "I'm Mean" character song:
-->'''Bluto''' (singing): I'm mean, I'm mean, I'm mean, you know what I mean, (he's mean, he's mean), you know what I say (he says he's mean), you know what I mean (he's mean, he's mean), mean! (he's mean, he's mean), you know what I mean (he's mean, he's mean). I'm meaner than [[LampshadeHanging *steam whistle* ]] (so true, so true), I mean what I say (he do, he do). I'm so mean, I had a dream of beating myself up; I broke my nose, I broke my hand, I wrestled myself to the ground and then I choked myself to death and broke the choke and woke up, aargh! I'm mean, you know what I mean, if you know what I mean, I'm mean! (he's mean, he's mean) meaner than *scream*, I sure am mean, yeah me!
* SpeechImpediment: Another thing Popeye's got... is a [[FunetikAksent senske of humiligration]].
* SpoiledBrat: When Poopdeck Pappy first sees Popeye and asks him to eat his spinach, and to a larger extent, Poopdeck Pappy's "Kids" song about ingratitude.
* StealthPun: All the Wallfluer (i.e. "wallflower") sisters are named after flowers.
* StrangeSalute: While the Sweethaven civic (?) anthem plays before the boxing match, the townspeople hold their hands over their heads.
* TheStrategist: Amazingly enough, ''Bluto'' comes across this way for the first half of the movie. He keeps Popeye under scrutiny, from afar. He seems to be sizing him up before actually confronting him. Of course he takes a much more hands-on approach after he sees [[ItsPersonal his fiancee with Popeye, holding a baby]].
* StylisticSuck: Bluto's red eyes POV shot is just Popeye, Olive and Swee'Pea dressed in red in front of a red background. A similar VisualPun comes at the end of the movie when Bluto "turns yellow" -- i.e. he's dressed in yellow as he swims away.
* SuperMode: Popeye finally transforms into his famous Spinach Mode at the end after being force fed spinach by Bluto. However, you only get to see his enlarged arms uppercutting Bluto from underwater.
* TalkLikeAPirate: During his "I'm Mean" number, Bluto does a pirate growl at one point.
* TryingToCatchMeFightingDirty: Popeye is generally amiable with his foe in the Oxblood Oxheart boxing match. Until Oxblood hits him from behind. [[ItsPersonal Popeye doesn't take that very well at all.]]
* UngratefulTownsfolk: From the moment Popeye enters in Sweethaven, everyone, except for the Oyls, and Wimpy, either ignore him, or treat him with hostility. Once he gets rid of the tax collector however, everyone instantly loves him.
* VillainSong: Bluto has "I'm Mean" and his part of "It's Not Easy Being Me".
* VillainousBreakdown: Bluto has one while impatiently waiting for Olive at their engagement party. He gets so angry that he destroys the house and attacks some of the guests.
* VitriolicBestBuds: Wimpy and Geezil seem to be this by the end of the movie -- even dancing together. (In the strip, Geezil loathed Wimpy even more than shown in this movie, and Wimpy largely ignored him.)