Popeye calls on Olive and gets stuck baby-sitting Swee'Pea. While Popeye is preparing food (spinach, of course) for Swee'Pea, the tyke crawls outside after his ball and gets in a variety of dangerous situations that Popeye rescues him from in the nick of time (mostly animals in the zoo).
| Directing | Seymour Kneitel | Director |
| Sound | Winston Sharples | Music |
| Writing | Carl Meyer | Story |
| Writing | Jack Mercer | Story |
| Crew | Robert Owen | Scenic Artist |
| Visual Effects | Al Eugster | Animation |
| Visual Effects | Wm. B. Pattengill | Animation |