Robin Williams as Popeye

Shelley Duvall as Olive Oyl

Ray Walston as Poopdeck Pappy

Paul Dooley as Wimpy

Paul L. Smith as Bluto

Richard Libertini as Geezil

Donald Moffat as The Taxman

MacIntyre Dixon as Cole Oyl

Roberta Maxwell as Nana Oyl

Donovan Scott as Castor Oyl

Allan F. Nicholls as Rough House

Wesley Ivan Hurt as Swee'pea

Bill Irwin as Ham Gravy

Robert Fortier as Bill Barnacle

David McCharen as Harry Hotcash

Sharon Kinney as Cherry

Peter Bray as Oxblood Oxheart

Linda Hunt as Mrs. Oxheart

Geoff Hoyle as Scoop, the Reporter

Wayne Robson as Chizzelflint, the Pawnbroker

Larry Pisoni as Chico, the Dishwasher

Carlo Pellegrini as Swifty - The Cook

Susan Kingsley as La Verne, the Waitress

Michael Christensen as Splatz, the Janitor

Ray Cooper as The Preacher

Noel Parenti as Slick - The Milkman

Karen McCormick as Rosie - The Milkmaid

John E. Bristol as Bear

Julie Janney as Mena Walfleur - a Steinette

Patty Katz as Mina Walfleur - A Steinette

Diane Shaffer as Mona Walfleur - A Steinette

Nathalie Blossom as Blossom Walfleur - a Steinette

Dennis Franz as Spike, a Tough

Alan Autry as Slug, a Tough

Ned Dowd as Butch, a Tough

Hovey Burgess as Mort - A Tough

Roberto Messina as Gozo, a Tough

Pietro Torrisi as Bolo, a Tough

Margery Bond as Daisy - A Housewife

Judy Burgess as Petunia - A Housewife

Saundra MacDonald as Violet - A Housewife

Eve Knoller as Min - A Housewife

Peggy Pisoni as Pickelina - A Housewife

Barbara Zegler as Daphne - A Housewife

Paul Zegler as Mayor Stonefeller - The Official

Pamela Burrell as Mrs. Stonefeller

David Arkin as The Mailman / Policeman

Klaus Voormann as Von Schnitzel, the Conductor

Doug Dillard as Clem the Banjo Player

Van Dyke Parks as Hoagy the Piano Player

Stan Wilson as Oscar the Barber

Roberto Dell'Acqua as Chimneysweep

Valerie Velardi as Cindy the Drudge

Jack Mercer as Popeye - Animated Prologue (voice)