The old lady who lives in a shoe has a bit of trouble with her gaggle of children. They won't eat their porridge, won't brush their teeth or comb their hair. As soon as their mother's in bed, they launch a wild party, playing musical instruments and doing a swinging rendition of Smiley Burnette's classic "Mama Don't Allow No Music Playing Round Here." They then have a massive pillow fight until the old woman wakes up.

A young horse says hi to little donkey Spunky. But the horse's mother pulls him away, saying we don't associate with that kind. Spunky makes a few more overtures, and eventually they set off on a chase, running across a bull from time to time. The horse stops to eat a lot of apples and drink far too much water; this leaves him too bloated to move much at all. The two continue to anger the bull, which gives chase; Spunky saves the colt, and they all live in harmony.

Sailor Bimbo (as Barnacle Bill) jumps ship with his little black book and visits his lady friend, Betty Boop (with dog's ears).

Gabby teaches a young boy how to fish, even though the boy was doing much better without him.

Gabby is a servant in a castle and is required to do a little housework.

Gabby goes camping with the Mayor.

Gabby is forced to take care of a strange animal called a Kango.

Popeye the Sailor, accompanied by Olive Oyl and Wimpy, is dispatched to stop the dreaded bandit Abu Hassan and his force of forty thieves.

After wrecking Popeye's ship and stealing away Olive Oyl, hero of Arabic legend Sindbad decides to test him and his ever-resilient new rival's strength in order to prove their supremacy as the "most remarkable, extraordinary fella" of Sindbad's menagerie island.

After drawing Betty Boop, Max Fleischer (live-action) leaves the studio; Betty and Koko try amateur dentistry, releasing enough laughing gas to convulse the 'real world.'