Wimpy hears that Popeye has a cargo of Hamburgers, he offers to help protect them.

The Sea Hag tries to curse Popeye with bad luck, But accidently gives him three wishes instead.

Brutus goes to see the Sea Hag in the hopes that she will make him a youth potion to impress Olive. The potion changes his whole appearance and everything goes to plan until Olive finds out who he really is.

Popeye drinks a potion which turns him into a coward, Brutus tries to take his place as Olive Oyl's date and Popeye finally manages to get hold of some spinach which gives him back his bravery.

Olive tells Popeye and Brutus she'll go out with the first one who brings her back the North Pole -- which turns out to be an actual pole with red and white stripes.

It's Olive Oyl's birthday. When Popeye asks her what she would like as a present, she chooses a pearl necklace. However, Popeye decides that the stores charge too much for them, and he tries to make his own by diving into the deep blue sea for his own pearls... but the Sea Hag claims that the pearls belong to her!

Popeye and Olive are on a date at the local museum and see knights on exhibit. The curator (Brutus) and Ms. Oyl fall for one another. When Brutus butts in and he and Popeye start to fight over Olive, she suggests that they have a jousting tournament to settle their argument.

Wimpy tricks Brutus into buying him some hamburgers, Brutus gets angry and Wimpy decides to use vanishing cream to hide from him.