Despite the title, the vehicles here are airplanes, not balloons. Bluto and Popeye are racing around the world; Bluto's got a sort of rocket plane, and Popeye's got a sad old prop model that has to be hand-started. He gets off to a bad start, as Bluto spins the prop, getting Popeye tangled up in it. This knocks him out; Olive puts him into his plane and gives him a push, and Popeye wakes up in the nick of time. Bluto stops off at the Eiffel Tower to woo a maiden; Popeye, with help from a lightning bolt, passes him. Bluto catches up again, and removes Popeye's engine. The plane crashes into the ocean, but fortunately, there's a case of spinach and a giant magnet nearby, so Popeye rebuilds the plane, using spinach cans to replace the missing pistons, and wins the race, as his spinach exhaust fries Bluto's plane.

Director: Izzy Sparber