Popeye the Sailorpedia
Popeye the Sailorpedia

"Barnacle Bill" redirects here. For the character, see Bill Barnacle.

Beware of Barnacle Bill
Number 18
Beware of Barnacle Bill.jpg
We Aim to Please
Be Kind to 'Aminals'

Beware of Barnacle Bill is Popeye's 18th theatrical cartoon short, starring Billy Costello as Popeye, Mae Questel as Olive Oyl and William Pennell as Bluto (referred to as the titular "Barnacle Bill"). The short was produced by Fleischer Studios and released by Paramount Pictures on January 25, 1935.

As the title implies, the soundtrack of the short mostly consists of a cover of the traditional folk song "Barnacle Bill the Sailor", with altered lyrics.


Popeye arrives at Olive's house and proposes to her. Olive, however, turns down his proposal to confess that she is in love with another sailor, called Barnacle Bill. Despite Popeye warning her that Bill is a womanizer, she insists that the latter is "strong and handsome, too". The very angry Popeye vows to destroy him.

Just then, Barnacle Bill himself arrives, violently knocking on the door, to take Olive away. Busting in, he finds out about Popeye's proposal, and fights with him on whether she should stay (with Olive in the middle of their slapstick battle). During the grudge match, Popeye eats a can of spinach, and shows off his bulging biceps (with an image of the Rock of Gibraltar). Several blows later, Popeye punches Barnacle so hard that he sends him flying onto a ship that is sailing away.

Olive immediately turns his affections back to Popeye, but the sailor does not buy it this time, and instead calls her out for being so "cabbage-headed" and a "selfish cat" and leaves the house in a fury, so she can wed "poor Barnacle Bill the Sailor". Olive cries over losing her sailor lovers, but gets an idea: "But still there's the Army!"

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