Based on Nintendo's own arcade game, Popeye lets you control the famous spinach-loving sailor. In each of the three rounds of play, Brutus, your big bearded foe, chases you around a series of platforms, ladders, and stairways, trying to punch you out.

Your job in this game is to grab all of the items your gal Olive Oil is floating down from the top of the screen. These items are: hearts, love notes, and the letters that form the word help. The first two rounds of action are played on basic platforms while the third round takes place on a boat.

You are powerless against Brutus unless you eat the can of spinach you'll find on each level of play. After getting a little nourishment, you temporarily have the ability to punch your nemesis off of the screen. In addition to dealing with Brutus, you must avoid flying bottles, bouncing skulls, and the Sea Hag's vultures. (The skulls don't appear until you've been through each level once.)