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You better lock up your doors today,
cause Abu Hassan is on his way
Go in hiding, when I go riding,
There 's me and my 40 thieves!
— Abu Hassan's opening Villain Song.
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After the runaway success of the first Popeye the Sailor color two-reeler, Popeye the Sailor Meets Sindbad the Sailor, it was only natural that Fleischer Studios decide to immediately make a follow-up in 1937, Popeye the Sailor Meets Ali Baba's Forty Thieves.

The short begins with the villain of the picture, Abu Hassan (yet another blatant Expy of Bluto) and his gang of thieves riding through the desert (represented with an impressively made 3-D model set, not unlike those employed in Sindbad) as Abu sings the opening Villain Song.

The film then cuts away to Popeye, Olive Oyl and Wimpy, who are just minding their business, waiting for work, when they receive an emergency signal that Abu Hassan and his thieves are attacking a desert town. They quickly make it there in Popeye's flying boat, only for it to malfunction and crash land in the middle of the desert. After a night and morning of long walking, mirages and dreadful heat, they finally reach a desert town, where they settle down and have a meal. Cue Abu Hassan and his thieves showing up to ransack the town, prompting the wrath of Popeye as they kidnap Olive Oyl and Wimpy. Popeye chases them down into the Cave of Wonders, where the real fighting begins!

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This short has fallen into the Public Domain, and can be watched on YouTube here.

Due to the success of this second two-reeler, a third and final Popeye Color Special, Aladdin and His Wonderful Lamp, would be made soon after.


Popeye the Sailor Meets Ali Baba's Forty Thieves provides examples of:

  • Animation Bump: The scenes with the 3-D backgrounds.
  • Badass Normal: Popeye can use his pipe as a blowtorch and beats up a shark, and that is BEFORE he eats spinach.
  • Big Eater: Wimpy, as usual.
    • Hassan as well, given the big pile of food in front of him when he eats and has Wimpy chained up.
  • Bowled Over: Popeye at one point rolls into a bowling ball and knocks down a group of conveniently lined up guards like pins!
    Popeye: How does that strike you?
  • Bragging Theme Tune: Abu Hassan's opening number.
  • Calling Your Stealing: The Mook thieves as they travel by their targets at high speeds.
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  • Card-Carrying Villain: Abu Hassan freely admits during his opening number that he's "a terrible guy."
  • Colossus Climb: A smaller version, done by Popeye to Abu Hassan.
  • Cool Ship: Popeye's flying boat from the first half.
  • Curb-Stomp Battle: Naturally, once Popeye is spinach-charged... but even by the series' standards, Popeye really mops the floor with all of them.
  • Damsel in Distress: Olive Oyl, as usual.
  • Dark Reprise: The radio announcer sings the same song as Abu Hassan when warning listeners of his arrival, but while the original is boastful, the DJ is clearly scared out of his wits.
  • Deadpan Snarker:
    • Popeye's improvised mumbles can be quite amusing to listen to.
      "If I had some bread, I'd make a sandwich if I had a 'wich'..."
    • Wimpy has his moments too:
      "Oh boy, Olive Oyl has collapsed completely..."
  • Digital Destruction: Mostly averted, as the restored print stays very true to the original colors and features no DVNR damage, although John K pointed out in his blog that there was a slight color goof in the cave, in that the engineers pulled up all the purple in the film.
  • The Dreaded: The townsfolk are quite aware of Abu Hassans' band, and the mere prospect of their approach has them all (and even inanimate objects) hiding at once.
  • Elite Mooks: The Forty Thieves can get up and keep fighting even after taking punches from a spinach-charged Popeye.
  • Face Palm: The produce merchant after the thieves clean out his stall.
  • Falling Chandelier of Doom: Abu Hassan drops a chandelier on Popeye and leaves him stuck in it while he and his Forty Thieves ransack the town.
  • Impossible Thief: The Forty Thieves steal the stripes off a barber pole, a set of gold teeth right out of a man's mouth, and a goldfish bowl right out from beneath the fish inside the bowl.
    • Abu Hassan himself yanks off Popeye's belt without unclasping it. Not to be outdone, Popeye snatches Hassan's underwear from beneath his clothes.
      Popeye: "Abu Hassan' got 'em anymore!"
  • Lightning Bruiser: A result of Brutus/Bluto as Abu Hassan and his thieves' Super Speed.
  • The Load: Wimpy, as always.
  • Moral Myopia: When Wimpy is stealing food from behind Abu Hassan's back, Abu remarks "Must be thieves around here!"
  • Motion Blur: Utilized during Abu Hassan’s raid on the village and Popeye’s fight. Notable in that this was one of the earliest examples of this technique in animation.
  • Mundane Made Awesome: The same Musical Sting accompanying Abu Hassan opening the cave accompanies Popeye opening his can of Spinach.
  • Off-Model: Abu Hassan is only a head or two taller than Popeye, yet Abu enters a cave with a door just tall enough to admit himself and his mount, but seconds later Popeye comes up to the same door which now seems to be ten times the height of a man.
  • Open Sesame: How Hassan opens up the entrance to his thieves' den.
  • Public Domain Animation
  • Rule of Funny: How a mako shark ends up in a subterranean cave in the middle of an Arabian Desert.
  • Scenery Porn: The 3-D model sets used at several points of the film. The hand-painted backgrounds aren't too shabby, either.
  • Shark Pool: Popeye is dangled over one of these. After dispatching the shark, he busts out his spinach to escape.
  • Spin Attack: When the Mooks line up in twos to assault Popeye, Popeye introduces the world to the Spinning Clothesline about sixty years ahead of schedule.
  • Stock Footage: Parts of this cartoon would be recycled for the 1950 Famous Studios short "Popeye Makes a Movie", which builds the clips around a Framing Device that Popeye is, well, making a movie.note 
  • Super Speed: Abu Hassan and his thieves move blindingly fast.
  • Universal-Adaptor Cast: With Brutus/Bluto playing the role of Abu Hassan.
  • Villain Song: Abu Hassan's opening song.
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