A two-reel cartoon short, it was produced in Technicolor and released to theaters on November 26, 1937 by Paramount Pictures. It was produced by Max Fleischer for Fleischer Studios, Inc. and directed by Dave Fleischer. Williard Bowsky was head animator, with musical supervision by Sammy Timberg. The voice of Popeye is performed by Jack Mercer, with Mae Questel as Olive Oyl and Gus Wickie as Abu Hassan (actually Bluto, in one of his various incarnations to oppose Popeye). It should also be noted that Popeye here appears to have enlisted in the U.S. Coast Guard, having yet to enlist in the Navy, as he would in the 1941 Fleischer short The Mighty Navy.
Ali Baba does not appear in this short, although the forty thieves do, led by Abu Hassan. Word of the misdeeds of Hassan and the thieves reaches Coast Guardsmen Popeye and J. Wellington Wimpy. Together with Olive Oyl, they fly from the American East Coast to the Sahara desert, where they crash. After crossing the desert they arrive at a city, which is soon ransacked by the forty thieves. Hassan traps Popeye into a chandelier as Olive and Wimpy are taken away along with the spoils. Popeye manages to free himself and follow the thieves on camel-back, carving himself an entrance into their cave. He is overwhelmed by Abu Hassan and his thieves and then lowered into a shark pit, where he eats his spinach, allowing him to escape. He defeats the thieves several times over and then Hassan himself, trapping him into a treasure chest. Later, Popeye, Olive and Wimpy lead the chained thieves to justice and take all their stolen treasure back to the city.
- Famous Studios' 1950 entry Popeye Makes a Movie is mosty made up of reused footage from this cartoon, along with some new animation. A shorter sample was also included in 1944's Spinach Packin' Popeye.
- Popeye the Sailor Meets Ali Baba's Forty Thieves at the Internet Movie Database