All was well in the Mushroom Kingdom. ...At least, it would have been if it weren't for the fact that one Princess Peach was currently in the process of being kidnapped for the umpteenth time that month. The king of the koopas laughed as he dragged the tied up princess to his airship.

"Gwahahahaha! I've got you this time, Princess Peach!" Bowser gloated. "And that fat plumber isn't gonna save you this time!" Peach's response was the same as always...

"MAAAAAARIOOOOOO!"

Meanwhile...

A squat, cockeyed sailor was...well, sailing down the river of the Mushroom Kingdom, taking in the odd sights around him with a slightly confused look on his face.

"Gee. Maybe I shoulda taken that turn a while back." Popeye mused to himself. Suddenly, off in the distance, he heard it.

"MAAAAAARIOOOOOO!"

Popeye's eyes widened. That sounded like a woman! In danger! The sailor's eyes narrowed.

"Not gonna happen when THIS sailor man's around! No sirree!" And so, Popeye sailed off in the direction of the scream.

Meanwhile...

Mario and Luigi were having a nice, peaceful day, sitting at their dinner table, enjoying a large plate of spaghetti each.

"MAAAAARIOOOOOO!"

Mario's head shot up when he heard the scream. It was the scream of his girl, Princess Peach! He leapt up from his spot at the table, grabbed Luigi's arm and ran out the door, his younger brother sighing in defeat as he was pulled along.

Why did he always have to come along to save MARIO'S girlfriend?

Meanwhile...

Popeye arrived at the scene just in time to see the large turtle tossing the princess into the airship. That was enough for him. Quickly, the sailor leapt onto the shore and shouted at the koopa.

"HEY, YOU BIG PALOOKA!" Bowser turned around in surprise, then laughed at what he saw.

"GWAHAHAHAHA! Look at that, Princess! Looks like you've got a different hero this time! Well, fighting Mario was getting kind of old anyway!" Bowser menacingly approached the sailor, who responded by glaring up at him and pulling out a large can labelled "SPINACH".

Meanwhile...

Mario ran as fast as he could. Maybe if he got there in time, he could save the princess before Bowser took off. He was half right. He DID get there before Bowser took off. But he also got there in time to see the Koopa King lying on the ground unconscious along with all his minions, and his girlfriend giving a muscular sailor a grateful kiss on the cheek. Mario, in his shock, let go of his brother's hand, causing the green-clad plumber to fall facefirst on the ground. Mario stared wide-eyed at the scene for a moment...then clenched his fists, glared angrily and let out a growl. Luigi looked at his brother's facial expression and let out a sigh. He pulled out a 1-up Mushroom and handed it to the red-clad plumber. Mario snatched it up, then stormed off to collect some supplies. He was planning to confront this girlfriend-stealing sailor... Luigi nervously followed behind. His brother could be quite scary at times...

"Thank you so much for rescuing me, brave sailor." The princess said gratefully.

"Aw, t'weren't nothin'." Popeye said bashfully with a dismissive wave of his hand.

"Um...I certainly hope that you didn't take that kiss of gratitude too seriously." Peach said. "Because my heart belongs to my Mario."

"I get ya, princess!" Popeye replied in understanding. "Me Olive an' I are closer than a boat an' the ocean!" Peach giggled. "Ya needs an escort back to your castle?"

"That would be lovely." Peach replied with a smile. Popeye took the Princess's hand and led her away. "I know! I can bake you a cake!"

"A spinach cake?" Popeye asked hopefully. Peach blinked at this, but giggled.

"I can arrange that." She replied.

"Oh boy!" Popeye cheered.

And so...

Popeye and Peach exchanged a friendly wave as Popeye set out. Peach called out to tell him she'll send him a letter when his cake is ready. Popeye was about 5 miles from the castle, when a figure leapt out of the bushes in front of him. Popeye leapt back in surprise, then blinked as he saw a short, chubby mustachioed man in blue overalls, with a red hat with an M on it. Popeye smiled.

"Heya there, fella! How ya doin'?" Mario glared viciously at Popeye, then dashed forward and punched him right in the face, causing the sailor to fall flat on his back. Popeye sat up, then glared back at the plumber. "Now what the heck did ya do that for?!" He yelled angrily. Mario got into a fighting stance and said one thing in response.

"Let's-a go!"

"So, it's a fight ya want, is it?" Popeye growled as he pulled some of the skin on his arm back as if it were a sleeve. "All right! I'm gonna give ya a good biffin' an' buffin'!"

FIGHT!

Mario made the first move, dashing at his cockeyed opponent and delivering a slide kick, which sent Popeye flying upward slightly. Mario quickly got to his feet and hit the sailor with a powerful headbutt, sending him rocketing further. Popeye sailed through the air, and landed in a conveniently placed mud puddle. The sailor came out covered head to toe in the brown substance, looking irritated.

"Great,thesewerenewclothestoo." He muttered. Mario wasn't finished yet, as he quickly dashed towards the sailor and, when he was within striking distance, span around like a top with his arms outstretched, barraging Popeye with a series of quick arm strikes. Then, after the sailor staggered back a bit, Mario pulled back his fist and let a punch fly into Popeye's face. Popeye flew several feet back and crashed into a tree, flattening himself against it, the tree shaking upon impact. Grumbling in annoyance, Popeye peeled himself off of the tree...and three acorns hit him on the head. Popeye scowled and rubbed the spot where the acorns hit.

"All right, plumber, I'll show ya how ya do it!" Popeye dashed at Mario, fist reared back for a punch. Mario pulled back his own fist, ready to counter the punch, and the two fists collided... and Mario was sent flying back, crashing facefirst into a Cliffside hard enough to leave an indent in the shape of his body. The red-clad plumber slowly peeled off of the rocky wall, and landed on his back. He quickly got up, rubbed his head, then glared at Popeye. He reached into his pocket and pulled out a hammer, then dashed at his adversary. Mario swung the hammer down as hard as he could...but Popeye merely caught it in midair, wrenched it out of his grasp, and snapped the handle off, then whacked the plumber upside the head with the handle. Mario snarled. It was obvious who had the advantage in strength, so it was time to even the odds...

Mario reached into his pocket and pulled out an orange flower that appeared to have small dot eyes. The flower quickly disappeared when Mario took it out, and his clothes changed to red overalls and a white hat and shirt. Popeye looked at Mario and chuckled.

"Just 'cause ya changed your clothes don't mean-" He was interrupted when a ball of fire hit him square in the face, charring his head black.

"Well,seemshe'sgotafewtricksuphissleeve..." The sailor muttered under his breath. Mario tried for another fireball, but Popeye merely took a quick breath and the ball of fire quickly dissipated. Mario blinked in surprise, but nonetheless continued the onslaught, only for Popeye to blow out every fireball as if they were mere birthday candles. Frustrated, Mario reared both hands back, engulfed in a fiery aura, then thrust them both forward, sending a large, spiralling blast of fire at Popeye. The sailor man gaped in shock, then turned and ran as fast as he could, eventually seeking shelter behind a large boulder.

The fire dissipated as soon as it touched the boulder, then Popeye quickly got to his feet, picked up the large rock, and lobbed it at his red-clad nemesis as hard as he could. Mario barely had time to react as the boulder landed directly on his head, shattering into pebbles upon making impact for some weird cartoony slapstick reason, his fire power-up disappearing. Mario rubbed his head in pain, then pulled out a suit in the shape of a tanooki. In a puff of smoke, Mario was now clad in a tanooki suit.

Popeye ran at the hero of the Mushroom Kingdom, intent on delivering a powerful uppercut, but Mario quickly took into the skies. Popeye scowled in annoyance at his adversaries escape, then yelped as the plumber quickly came back down and hit him with a dive bomb. Mario quickly landed next to Popeye, and hit the sailor with a quick tail whip that tripped the sailor and caused him to fall on his seat. Popeye quickly got to his feet and threw a punch...and Mario quickly turned into a statue of himself holding a spear. Popeye winced at the pain in his fist.

"Good move, tubby." Popeye admitted. "But you'll have to do better than that!" Popeye quickly picked the statue up and tossed it as hard as he could. The statue landed in a conveniently placed body of water, and slowly sank to the bottom. Popeye looked intently down at the water, expecting to see his rival make a comeback. His concerns were proven correct, as Mario was now wearing a suit shaped like a frog. Popeye let out a loud, boisterous laugh. "ACKACKACKACKACK! WHAT'S WITH THE FUNNY SUIT?!" Popeye fell over laughing for an entire minute as Mario seethed. Quickly, the plumber leapt out of the water and jumped on Popeye's head as the sailor sat up and wiped a tear from his eye, causing him to fall flat on his back. Mario jumped on him once more, this time bouncing off of the sailor's belly, then quickly dived back into the water. Popeye growled and dived in after him.

Mario swam quickly, trying to escape the sailor and plan an attack...but surprisingly, even with the frog suit, Popeye was still a faster swimmer than him, catching up easily.

"Time to get rid'a that weird suit of yours!" Popeye said, somehow managing to talk underwater, before uppercutting Mario in the chin, sending him flying back out of the water and tumbling across the ground. Mario leapt to his feet and pulled out a suit in the shape of one of his worst enemies: the Hammer Bro. A millisecond later, Mario found himself clad in a black helmet and shell.

Popeye was making a mad dash towards the plumber. Mario responded by tossing a series of hammers at Popeye when he was within reach. The hammers all bounced off of Popeye's head in a rhythm, and a large cartoony bump slowly grew. Mario tossed another hammer for good measure, and it bounced off of the bump, flooring the most remarkable extraordinary fellow.

Popeye grumbled angrily to himself as he got to his feet, pushing the bump back down into his head. Mario tossed another hammer...which Popeye quickly caught out of thin air and dropped on the ground irritably. Mario tried tossing a barrage of hammers at the seaman, and Popeye grabbed all of them out of the air and actually started juggling them before tossing them back at the plumber one by one.

Mario grunted as the hammers hit him. One on the head, one in the gut, one on his arm, one on his foot. Needless to say, the power-up disappeared shortly afterwards. Mario growled, then reached into his pocket and pulled out a feather. In a puff of smoke, Mario now bore a cape. Popeye tried to throw a punch, but Mario swung his cape at him before it could connect, causing the sailor to turn around and hit nothing but empty air. Popeye blinked in confusion, then yelped in surprise as he was kicked on the back of the head, causing him to stumble forward.

"Well,thatwasn'texpected,caughtmeoffguardthere..." The cockeyed man muttered before turning around to look at his enemy. "Why you no good stinkin' plumber! I'll teach you!" Popeye planted a fist under Mario's chin, sending the red-clad plumber sailing skyward and causing him to lose his cape.

Mario looked down and gulped. It was a long way down, and the fall damage would be tremendously painful...Luckily, Mario had an idea. Quickly, he reached into his pocket and pulled out a yellow balloon with a P on it. In a puff of smoke, Mario was now inflated like a balloon, and slowly floating down to ground level.

Popeye looked up at his inflated opponent and frowned with his arms crossed.

"Goodthingforhimhefoundamagicballoon..." The man of the sea muttered. He looked around for a way to mess up his opponent. His eyes froze when he saw a tree. Popeye grinned devilishly as he rubbed his hands together, then he approached the tree, climbed it at a rapid pace, then applied as much pressure as he could, bending the tree back. Then, Popeye released all the force he put on the tree, sending him flying to the plumber's level.

Mario's eyes widened nervously as Popeye flew up to him, fist reared back for a punch. Quickly, the plumber floated upward slightly, out of Popeye's reach.

Popeye yelped in surprise as he missed the punch entirely, then grunted in pain as he slammed into another tree. The force he hit the tree with bent the entire thing backwards...and then it snapped forward, sending the cockeyed sailor rocketing back towards his opponent at a pace so rapid, the plumber didn't even see it coming.

Mario's eyes widened as the sailor's head smashed into his gut, Popeye then sliding down the plumber's inflated body, clutching at his foot to avoid falling. His mouth opened wide as his breath flowed out. And considering he was inflated at the moment...

Popeye could tell what was going to happen, and clutched Mario's foot as hard as he could, and the plumber flew wildly out of control like an inflated balloon, ricocheting off of trees, rocks, the ground, and cliffsides. Eventually, Mario slammed into a tree hard enough to dislodge his passenger, leaving Popeye stuck in the tree, his upper body sticking out one end, his lower body the other. Mario himself hit the ground and skidded, creating a mile long furrow.

A few moments went by...then Popeye managed to break out of the tree, and Mario's head popped out of the ground, his eyes spinning dizzily. Popeye smacked the side of his head to knock some wood chips out of his ears as Mario unburied himself and dusted himself off. The two rivals glared at each other, then Mario reached into his pocket and pulled out a hat with wings on it. Quickly, he put the hat on, and then ran to a conveniently placed cannon, launching himself skyward.

Popeye scowled at his opponents flight method...but then a lightbulb literally appeared over his head when he saw a Paratroopa walk by. Popeye quickly picked the turtle up as it thrashed around in panic.

"Easy there, fella!" Popeye said assuringly. "Just need a little lift is all." The koopa calmed down and looked at him.

"Are you nuts?! I can barely keep myself airborne when I'm flying alone!" Popeye grinned and opened up a can of spinach. The flying turtle grimaced. "Blech! Spinach?!" Then Popeye forced the vegetable into its mouth...

Mario looked for the girlfriend stealing bastard, ready to drop down on him from above and pound him into the ground. Imagine his surprise when he saw a Paratroopa carrying the sailor effortlessly, the sailor ready to land a punch. Quickly, Mario maneuvered himself so that he was above the sailor, then flipped in midair, his rear end pointing down at Popeye, and dropped down.

Popeye grunted as Mario's drop knocked the Paratroopa out of his grip, the turtle retreating into its shell on impact, and then the plumber connected with his intended target, sending them both rocketing towards terra firma, towards a rocky area of the plains they were fighting in. The duo hit the ground at borderline terminal velocity, Popeye taking the blunt of the landing, hitting the rocky ground so hard he ended up buried underneath the rock.

Mario got to his feet, a little shaky from the landing, and sighed in relief when he didn't see any sign of his opponent. He began to walk away, ready to go home and have a big plate of lasagna...

Imagine his surprise when Popeye burst out of the ground from right underneath him, causing him to go flying upward slightly. Mario landed flat on his back, then stared in surprise at Popeye's scowling form.

Popeye spat out some rocks, then menacingly approached the plumber, twisting his fist into a rope shape. Quickly, Mario reached into his pocket and pulled out a gathering of particles in the shape of a hat, quickly putting it on his head. Popeye threw the punch...but his opponent seemed to vanish into thin air.

"Wellwhattyaknow...Hediskappeared..." Popeye muttered to himself.

Then he felt something heavy and solid connect with his cheek, causing him to stumble sideways a bit. He felt another strike hit him from behind, causing him to stumble forward. Then he got hit in the gut, causing him to keel over in pain. Popeye scowled.

"I've had all I can stands, 'cuz I can't stands NO MORE!" He declared before reaching into his pocket and pulling out a can of his spinach. Quickly, Popeye squeezed the can and the contents flew into his gaping maw. He chewed, swallowed...

And then his muscles inflated cartoonishly before seemingly returning to normal. He grunted in annoyance as another invisible strike came, then he leaped back about ten feet.

Well, time to totally screw with all forms of logic.

Popeye reached at the ground in front of him...then he lifted it up and flipped it like a carpet, causing the invisible Mario to fall onto his butt.

Mario quickly got to his feet...and the Vanish Cap's effects wore off. Quickly, Mario pulled a cap made entirely out of metal from his pocket and put it on. His body was quickly engulfed in a powerful steel coating. Nothing could penetrate his defenses.

Mario dashed towards the sailor, ready to punch...

Popeye landed the first punch. Mario's body reverberated comedically, and he stood rigid for a moment. Then a series of cracks formed around the metal body...and it shattered like cheap glass, leaving a very shocked plumber standing amongst the remains of the metal. Mario shook his confusion off quickly, then leaped back away from the sailor and pulled out a blue shell. Quickly, Mario now had a blue Koopa shell on his back.

The hero of the Mushroom Kingdom dashed at Popeye. When he was about ten feet away, he retreated into the shell and slid across the ground.

Popeye merely kicked the shell, sending it skidding quickly across the ground, eventually ricocheting like a pinball between five rocks. The plumber was eventually stopped by Popeye's foot. Popeye picked the shell up, and pried it apart, causing Mario to fall in an undignified heap on the ground, then tossed the pieces of shell off to the side.

Mario was starting to get nervous now. Was he doomed to lose yet another battle?

Mario's expression hardened in determination, and he pulled a suit in the shape of a penguin from his pocket. In a puff of smoke, Mario was clad in a penguin suit. He was gonna use it for water, but since Popeye was so much better at swimming...

Mario shrugged these thoughts off, and tossed a ball of ice at the sailor. Popeye's response?

Why, he simply grabbed the ball of ice from the air as if it were a solid projectile and casually tossed it back at Mario, freezing the plumber in a block of ice. Popeye picked the frozen plumber up, then tossed him away. The ice cube slid across the ground and crashed into a tree, Mario collapsing to the ground on impact when his icy prison shattered, the suit disappearing.

Mario got up and clutched his aching skull. Now he knew how Link felt...

As the plumber saw his enemy approaching, ready to give him a piece of his mind, he pulled out a hat made of rocks and placed it on his head. Soon, his clothing seemed to be made entirely out of rock.

Mario leaped into the air, and was engulfed by a large boulder, which then proceeded to roll towards Popeye like the world's biggest bowling ball. Popeye merely yawned, then calmly stuck one hand forward. As soon as the boulder hit Popeye's hand, it stopped in its tracks.

Then, Popeye flicked the boulder.

This simple action caused the entire boulder to erupt into pebbles and Mario to go flying back several feet, right into the same tree he had just gotten back from. The rock power-up disappeared from existence, and Mario got to his feet, now sweating profusely. Quickly, he pulled out what looked like an eyed boomerang on a stem. Then, he found himself with a blue helmet and shell.

Mario sprinted towards his rival and tossed a boomerang.

Popeye caught it and tossed it back. The boomerang clunked against Mario's head, ending that act pretty quickly.

Now on the verge of panicking, Mario pulled out a bell with eyes. In a puff of smoke, Mario was now in a cat suit. Popeye chuckled.

"Ain't that cute? Here, kitty kitty kitty." Mario went in to scratch his rival's face to shreds...

It was like scratching solid steel. The claws immediately broke upon making contact with the sailor's skin. Mario stared down at his claws in shock...and then Popeye grabbed the tail of the costume.

"Whattya say we play us a little game?" Popeye suggested before punching the plumber in the back, sending him flying away. However, since Popeye was still holding the tail, Mario came flying back to his enemy, only to get punched once more, sending him flying...and then back to Popeye. The same thing happened about five more times before Popeye eventually grew tired of the pattern and released the plumber's tail, sending him flying off into the distance. Mario smashed facefirst into a Cliffside and left another indent in the shape of his body on it, his limbs spread wide apart. The cat suit was now gone.

Mario pulled five cherries out of his pocket, and soon there were four more Marios surrounding him. The group of five dashed towards their cockeyed enemy, surrounding him.

Popeye spun around like a tornado with arms. The arms nailed all five Marios in a lariat. The clones dissipated and the real Mario was pummelled by the extended fists.

After the combo had ended, Mario was sent flying back. Shakily, he got to his feet. He only had two power-ups remaining...If his trump cards didn't do it, it was all over...

Quickly, Mario pulled out a yellow, beady-eyed star. He was then engulfed in a bright, sparkly aura. Mario dashed towards Popeye, determined to defeat this man who just wouldn't die.

Popeye punched Mario in the face, sending him flying into a tree. Mario was shocked beyond belief. While the punch didn't hurt him, his starman form didn't even stagger the sailor. And then, his star power ran out. Mario inwardly cursed the time limit for the starman.

It was time for his last power-up. Mario quickly pulled out a massive mushroom. Upon touching it, Mario began to grow. And grow. And grow. Soon, Mario towered over the landscape, and glared angrily down at Popeye. Raising a massive foot, Mario stomped down on the sailor as hard as he could, intent on crushing him like an insect.

Imagine his surprise when Popeye casually reached up and grabbed his foot, holding him in place. Mario began to sweat nervously, but no matter how much pressure he put into it, Popeye never wavered.

Then, Mario yelped as he felt himself getting lifted off the ground. Popeye was now holding his foot and spinning him around by the leg. Everything became a blur as the sailor spun faster, and faster, and faster...before he finally let go, sending Mario flying.

"SO LONG, YA BIG PALOOKA!" Popeye called out as Mario landed headfirst into a conveniently placed volcano, his massive stubby legs kicking in the air.

Inside the volcano, Mario's eyes widened as he heard a deep rumbling sound. From the very volcano he was in.

Mario sighed in defeat.

At least Luigi gave him the 1-up mushroom...

Mario howled in agony as the volcano erupted, scorching his entire upper body with molten rock. Soon, his screams went silent. The Mega Mushroom wore off, and Mario's limp corpse fell into the volcano, his upper body now nothing more than bone...

Popeye watched his enemy fall into the volcano and sighed in relief. He still had enough energy for a classic end-of-episode short song, though.

It sure is a bummer
For that pesky plumber
I'm Popeye the Sailor Man!