Popeye is sitting outside Olive's lunch counter at the airfield, distraught. She's closed the business to fly away with an aviator (Bluto, of course). But it's hardly what she expected - he has her painting his plane's tail fin, while in flight. When she says she's rather go back to Popeye, he tries to throw her off the plane. Popeye sees this and takes off in a plane, just in time to help her out. The boys get into a dogfight and fight while wingwalking, and Bluto manages to demolish Popeye's plane. As Popeye is falling, he grabs a duck and feeds the duck spinach. The duck manages to fly him up to Bluto's plane. Popeye has some spinach of his own, and he teaches Bluto a lesson. Popeye picks up Olive and crashes the plane into her diner, opening it (and providing a new counter).
—Jon Reeves <jreeves@imdb.com>