Cartoon Battles:
Popeye Punchout
by TF

It was a sellout crowd at the ToonTown Arena.  There had been a great 
card of fights for the night and now everyone was looking forward to the 
main event of the card, a classic Pier Six brawl between Popeye the 
Sailor and his nemesis, Bluto. 

Popeye and his manager, Olive Oyl, came into the ring first to the 
cheers of the assembled fans.  Popeye was a popular champion and a heavy 
favorite tonight.  He and Olive climbed into the ring and waved to the 
crowd. 

"Looks like a full house, Olive", he said.  "Hopes I can give them a 
good fight to watch." 

"Don't worry, Popeye", Olive answered.  "You'll do fine.  I've trained 
you hard and you're ready for anything that Bluto can dish out.  You'll 
probably knock him out in the first round." 

"Yeah, that's what bothers me a bit, Olive", Popeye said.  "I mean, I've 
beat Bluto like over 200 times now.  I don't know why he'd want to try 
me again.  He's got to know that I know his every move.  Why would he 
think that's he's got any better chance tonight than any of our other 
fights?" 

"Who know?", Olive replied.  "You know Bluto: always scheming.  His only 
problem is that he's all muscle, especially in his head.  If he wants 
another beating, I say we oblige him." 

"OK, Olive, but I still gets the feeling that he's up to something 
again." 

Just then the crowd started to boo as Popeye's opponent came into the 
ring.  Popeye and Olive looked at the big robed figure who had their 
hood up over their head. 

"What the...?", Olive and Popeye said in unison as they saw the trainer 
behind the fighter: Bluto! 

"Hey, what's with the fast one, Bluto", Olive said.  "You're supposed to 
be fighting tonight!  You trying to slip in a ringer?" 

Bluto smiled, took a puff on his cigar, took it out, and answered.  "You 
two should learn how to read a contract a little better.  It didn't say 
'Bluto'.  I've had enough of that one eye runt pulverizing me so I 
decided to get a little help from me family." 

"What, you gonna get your big brother to fight me?", Popeye taunted. 

"Naw, I ain't got no big brother", Bluto replied, "but I do have a big 
sister, Blutette!" 

The fighter threw off their robe to show a mightily muscled female! 

"WOW!", Popeye and Olive shouted in unison. 

Blutette was a mighty looking figure.  She had strong family resemblance 
to Bluto, except for the beard.  She was a couple of inches taller than 
Bluto and just as heavily muscled.  She had a massive 60 inch chest of 
muscles and breasts, arms like a gorilla, and legs like tree trunks.  
She was dressed in a thong bikini that was straining mightily to contain 
her.  She looked at Popeye with fire in her eyes as she pounded her 
boxing gloves together. 

"You've been beating up on me Baby Brother long enough", she said to 
Popeye.  "Now it's payback time!" 

"You expects me to fight a woman?", Popeye asked. 

The referee was studying a contract.  "It does say 'Blutette', not 
'Bluto'", he said.  "You did sign it Popeye." 

"What's the matter, shrimp?", Blutette taunted, "chicken?" 

Popeye turned red with anger at that.  "Nobody calls Popeye the Sailor a 
chicken.  If you wants to fight Toots, then we'll fight!" 

Popeye and Blutette went to their corner to wait for the opening bell.  
Bluto got Blutette ready.  "Remember Sis", he said as he checked her 
gloves, "he ain't no pushover, no matter how much of a runt he looks.  
The advantage you got is that he's never seen you fight before, so he 
won't be so ready for you.  Get in there and give to him fast and hard." 

"Don't worry", Blutette answered.  "I'll murderize him good.  You got 
all the bets placed?" 

"Yeah", Bluto said.  "I bet everything and the family jewels on you at a 
hundred to one.  We'll be rolling in it once you moider that bum." 

Popeye looked over at Blutette, a little worried.  "I don't know Olive", 
he said.  "I ain't never fought no woman before.  That's one mean 
looking Amazon too. 

"Don't let that slow you down, Popeye", Olive said.  "This is the age of 
equal rights.  Go out there and give her plenty, and some lefts too.  No 
musclebound bitch is going to make a monkey out of us!" 

The bell rang for the first round. 

Round One Popeye and Blutette came out into the center of the ring.  
Popeye tried to spar a little, trying to figure out how to handle an 
opponent like this.  Blutette took the opportunity to come on fast.  She 
moved in and stepped on Popeye's foot to hold him down then hammered him 
with murderous lefts and rights that bounced him back and forth like a 
punching bag.  She landed a clubbing blow to the side of Popeye's head 
and raised a beauty of a cauliflower ear! 

She rained lefts and rights onto Popeye like they were going out of 
style.  She was hitting him with everything except the kitchen sink.  
Then she pulled out a kitchen sink and hit him with that too! Popeye was 
stunned.  Blutette had dynamite in both fists and was really giving it 
to him.  She gave him a couple of one-two combinations to the head and 
then rocked him with a machine gun left that had his head spinning. 

Bluto was jubilant, Olive was in shock.  Popeye was getting his clock 
cleaned!  After her last series of punches Blutette looked at him as he 
staggered groggily, trying to stay up.  She hauled back and threw a 
tremendous right uppercut that caught Popeye flush on the jaw and 
knocked him right off his feet and out of his trunks!  Popeye hit the 
mat, stiff as a board and naked as a jaybird!  Blutette walked over and 
picked up his boxing trunks.  She tore them in half to add to the 
sailor's humiliation.  The count started: 1..2..3..4....  DING!  Popeye 
was saved by the bell. 

Blutette strutted back to her corner to be congratulated by Bluto.  
Olive hauled Popeye up onto his stool and went to work on him.  She 
splashed water over him and fanned him with a towel. 

"Come out of it, Popeye", she urged him on.  "Don't let that muscle 
bound she-ape do that to you.  She's making you look like a fool." 

Popeye shook his head as he came back around.  "Nobody makes no fool out 
of me!  I's got to get around her.  Use some strategy against that 
bitch!" 

Bluto rubbed Blutette down.  "Great round Sis.  You got that runt just 
where you want him.  I like the way you're embarrassing him too.  It's 
great to get back at him for all he's done to me over the years." 

Blutette looked over at Popeye.  "He ain't such a runt down below, if 
you know what I mean", she said slyly.  "Maybe that's why Olive has 
always been kind of partial to him?" 

Bluto blushed a little at that.  "Hey", he said, "it's not how big it 
is, it's how you use it.  Now go out there and murderize him." 

The bell rang. 

Round two Popeye came out and stood in the center of the ring waiting 
for Blutette.  She came out confidently to finish off the sailor.  
Popeye had other ideas, though.  He waited until Blutette got in close.  
She wound up to bash him again when Popeye suddenly pointed towards her 
abdomen and asked, "Hey Blutette, is that a stretch mark you got there?" 

"Where?", Blutette gasped, looking down in horror.  

That's when Popeye slugged her with a perfect uppercut that knocked her 
clean out of her bikini and halfway up to the lights.  She landed hard 
on her butt and bounced up onto her feet but was still a little rattled 
by the punch. 

Popeye smashed her on the top of the head so hard he knocked her head 
down between her shoulders.  He drove his right fist deep into her left 
breast and popped up her head but now with a black left eye.  He smashed 
her head between her shoulders again and drove his left arm deep into 
her right breast up to the elbow and out popped her head with a black 
right eye! 

Blutette shook off the effects of Popeye's punches.  This little runt 
could punch after all, but she was still determined to pound him to a 
pulp.  She went after Popeye but he kept away from her by backpedaling.  
She kept on chasing but Popeye used his superior speed and 
maneuverability to keep out of her reach.  Blutette kept swinging but 
kept connecting with empty air.  Pretty soon she was breathing hard and 
still hadn't landed a punch all round. 

That's when Popeye moved in and connected with a stream of rights to the 
kisser that pushed Blutette back onto the ropes.  He bounced her on and 
off the ropes like a handball.  Blutette was getting her butt kicked!  
Popeye wound up and smacked Blutette with a clubbing right to her left 
breast that raised a cauliflower nipple!  Ouch, now that REALLY hurt! 

The bell rang for the end of the round.  Popeye skipped back to his 
corner laughing this time while Blutette staggered over to hers 
wondering what had hit her. 

"Nice going Popeye", Olive said.  "You got her number now.  Keep up the 
pressure and we'll have her in intensive care in no time." 

"Okay Olive", Popeye said.  "I'll give her the works next round." 

Bluto was working on Blutette to try and turn the fight back around.  He 
had to keep her from panicking or Popeye wound make mincemeat out of 
her. 

"You're doing great", he assured her.  "Popeye didn't lay a glove on you 
that last round." 

Blutette looked up at him with her two black eyes and held up her 
bruised and swollen left breast.  "I suppose he did this with his 
feet?", she said acidly.  Her head was still spinning from Popeye's 
punches. 

"Okay, so he got in a couple of lucky punches", Bluto admitted.  "Don't 
let it rattle you.  You can still take him.  Go out there and give him a 
boxing lesson." 

"Okay", Blutette said, still shaking her head, "if that's what you think 
I should try." 

The bell rang for the next round. 


Round  three Popeye came out on his toes dancing around Blutette, who 
was still looking a little groggy.  He flicked a few jabs at her, 
admiring her powerful yet still highly erotic body as they moved around 
the ring.  

Suddenly Blutette moved in on Popeye, but instead of throwing a punch, 
reached and grabbed his middle rod, so to speak.  Popeye was so 
surprised, he didn't know what to do for a second.  Then he was even 
more surprised to realize that Blutette was jerking him off! 

"What the...", Olive yelled.  "Hey ref, what's going on out there? She's 
working him below the belt!  Break it up." 

The referee looked at the fighters and scratched his head.  This was 
already about the strangest fight he had ever had to manage, and now 
this.  He watched as Blutette kept up her hand job and how Popeye was 
responding to it. 

He shrugged.  "It's no hitting below the belt", he answered Olive, "and 
she isn't exactly hitting.  Popeye isn't exactly complaining either." 

Popeye kept raising up his fist to punch Blutette, but kept lowering it 
again as she kept up with her jerking him off.  She was awfully good at 
it and to be honest, he wasn't in any hurry for her to stop. 

Blutette got a good rise out of Popeye.  She let go of his cock and 
pushed him back into a corner.  Bluto smiled.  He couldn't figure out 
why Blutette was taking this approach, but she had stopped Popeye's 
attack and had him on the ropes now. 

"That's it Sis", he yelled.  "Give it to him!" 

His eyes just about bugged out of his head when instead of punching, she 
reached out to his rod again and pulled it into her!  She grabbed hold 
of the top ropes on each side of the corner and started squatting up and 
down.  Both Bluto and Olive nearly had a heart attack when they realized 
that Blutette was humping Popeye! 

The referee was really confused now.  He knew for sure that there was 
nothing in the rule book about this.  The crowed certainly seemed to be 
enjoying it, so he decided to let it keep going. 

Blutette humped with great vigor until the bell sounded.   She stepped 
away and let Popeye withdraw and walked back to her corner.  Popeye, 
still in a case of shock, though very pleasurable shock, headed back to 
his corner, wondering how he was going to deal with Olive about his 
obvious erection. 

"What the hell are you doing out there, Sis", Bluto demanded as Blutette 
got back to her stool.  "What was with all that humping!" 

"I was just doing what you told me to do", she explained. 

"What are you talking about?  I told you to give him a boxing lesson." 

"Boxing lesson?", she said.  "I'm sorry.  I thought you said Boffing 
lesson!" 

Bluto smacked his face with his hand.  "Look, this ain't no time to be 
trying to improve your social life!  Get out there and beat the 
daylights out of that runt." 

"Okay Bluto", she answered.  "Back to the fight."  Too bad, she thought.  
Popeye was a pretty good lay.  She would have enjoyed a few more rounds 
of that. Olive wasn't in much of a better mood.  "Are you trying to make 
me look like a fool?", she demanded of Popeye.  "Screwing that whore 
right in front of me and in public! That's not what I thought you meant 
by giving her the works!" 

"Uh, sorry Olive, but I'm only human.", Popeye defended himself.  "You 
got to know that I wasn't expecting anything like that.  I just kinda 
had to go with the flow, if you gets me drift." 

"Well you better not go with the flow next round or you'll be floating 
away to look for a new girlfriend.  Get out there and punch her lights 
out.  Got it?" 

"Got it", Popeye answered. 

The bell rang for the next round. 

Round   four Popeye and Blutette came out a little more cautiously.  
They had each taken some good shots from the other and knew they had 
better be careful.  Popeye was kind of sorry that she wasn't using the 
same tactics as the last round.  Her buff, muscled body glistened in the 
ring lights and was a pretty nice looking sight.  He wouldn't have 
minded a little more action of that type. 

Blutette decided to try and play to her strengths, so she pushed in 
close to Popeye.  Being taller Popeye's face was right at breast level.  
She caught his face between her two massive mammalary mounds and pushed 
him back into the ropes. 

Popeye found this a mixed position.  While it was a pretty nice place to 
be, it cut off both his air and vision and gave Blutette a chance to 
work him over.  She swung in some wide punches into his sides while 
holding his face in her cleavage so hard he couldn't even get a grunt 
out.  The referee finally made her back off, leaving a red faced Popeye 
gasping for breath. 

Before he could recover Blutette moved in a gave him a couple of good 
rabbit punches to the back of the neck and a nice kidney punch to boot.  
She kneed him in the stomach and then turned as he bent over as if 
walking away.  Instead she used her ample derriere to give him a real 
butt to the face that lifted him off his feet.  

Popeye was staggered.  Blutette followed up with a nice illegal chop to 
the throat and a wicked elbow to the face that knocked him right down on 
his butt. 

Popeye shook his head to clear it.  He looked over at Blutette standing 
in the corner looking smug and confident as he took the count. 

"OK, Toots,", he snarled at her, "if you wants to play rough, then we 
plays rough!" 

Popeye hopped off the mat at 7 and charged Blutette.  He slugged her 
with a sledgehammer right to the gut that folded her over like a jack 
knife.  Then he clubbed with an uppercut that straightened her back up.  
He began to machine gun rights and lefts into her breasts like a twin 
pair of punching bags.  Then he wound up his patented "Twister" punch 
and mashed her left breast with it. The punch sent Blutette's breast 
spinning in a clockwise circle which pounded her own face as it went 
around, giving her a taste of her own tit!  After wrapping around ten or 
twelve times it stopped and reversed, spinning counterclockwise to 
unwind, beating her face in the other direction!  Her breast finally 
spun around and clubbed her one last time to really rattle her brain. 

Blutette stood swaying on her feet from the effects of the breast 
beating with the sounds of the audience laughing at her in the 
background.  Vaguely she heard the bell ring and looked around confused, 
trying to remember where her corner was.  She recognized Bluto and 
staggered over to her stool. 

"Come on Sis," he encouraged her.  "He's making a monkey out of you in 
front of everyone." 

Blutette was still feeling pretty shaken up from the last round.  "What 
am I supposed to do?  That sailor is pretty smart.  He's come up with 
something to counter everything that I've thrown at him.  You got any 
ideas?" 

Bluto looked down as he thought.  Then he saw it: an extension light 
cord hung up at the base of the ring.  He reached down and unscrewed the 
light bulb and brought it up to Blutette. 

"Here", he said as he handed it to her.  "This will burn him up.  Stick 
it in his nose and we'll fry him with it.  After that he should be easy 
meat for you to finish." 

Blutette smiled as she looked at it.  "Great idea," she said.  Then she 
smile wickedly.  "Only, I don't think that I'll use his nose.  I'm going 
to finish him REALLY good!  I'll need a little help though" 

She pulled Bluto over to whisper into his ear.  "What I got in mind I 
know the referee won't go for.  To do it right is going to take some 
time too.  I need you to take out the ref and the timekeeper.  Think you 
can do that?" 

Bluto nodded.  "Leave it to me", he said. 

Bluto slipped away and went over to the side of the ring.  The referee 
was waiting by the ropes for the next round to begin.  Suddenly an arm 
reached through the roped and yanked him out.  A loud thud was heard.  
Bluto stood up and waved at Blutette.  One down and one to go. 

He then walked over to the timekeeper who was watching his clock for the 
start of the round.  

"Nice hammer you got there", Bluto commented. 

"Oh, yes", the timekeeper said.  "It is rather nice, isn't it?" 

"Mind if I take a look at it?", Bluto asked. 

"Why, no", the timekeeper answered, a little surprised, "not at all.  
Here" 

He handed the hammer to Bluto who then nicely hit him over the head with 
it.  "Thanks", Bluto said as the timekeeper slipped down to the floor.  
He waved, then winked to Blutette.  Everything was set.  He rang the 
bell for the next round. 

Round  five Popeye came out to meet Blutette in the middle of the ring.  
She came out holding the electric cord behind her back.  She came in and 
grabbed Popeye and pulled him into a clinch. 

"Tell me", she whispered into his ear, "is that a banana between your 
legs or are you just glad to see me?" 

Popeye blushed at that.  There was obviously no hiding his erection with 
the two of them naked like they were.  It wouldn't have been human for a 
red blooded male not to be a little excited at the sight of Blutette in 
the nude. 

Blutette used this moment of hesitation to make her move.  She pulled 
out the light socket and shoved it down onto Popeye's upright cock.  He 
got a shock that was unlike anything he had every felt down there 
before.  Blutette nearly electrocuted him.  The jolt left Popeye's mind 
temporarily fried and helpless in front of her. 

Blutette move in for the kill.  She launched a buzzsaw of rights that 
pounded Popeye's head.  She knocked him into the ropes and batted him 
back and forth like a rubber ball.  She mopped up the ring with the 
stunned sailor and then wound up and smashed him with a left haymaker 
that knocked him off his feet and as stiff as a board.  Popeye laid out 
cold in the middle of the ring! 

Blutette wasn't finished yet.  There was no referee to count Popeye out 
and she had special plans for REALLY finishing him once and for all.  
Popeye laid stretched out on the mat, but the electric shock and had a 
real effect on his rod: it was even stiffer than the rest of him!  It 
stood up like a flagpole, waving in the wind. 

Blutette came over with a hungry look in her eye.  She stood over 
Popeye, one leg on each side of his body, admiring her work.  Then she 
squatted down onto his cock and guided it into her cunt.  She went to 
work and humped him like she'd never humped anyone before! 

Olive watched in horror as Blutette's shapely ass rose and fell faster 
and faster as she ground Popeye's manhood to a pulp!  She boffed him 
good and proper and finally came with a shudder.  She stood up and 
looked at Popeye.  His cock lay limply on the mat.  His balls were so 
smashed they would have to scrap them off the mat with a spatula.  She 
had busted his chops and his balls! 

The referee had come to by this time and saw Popeye laying on the mat 
while Blutette retired to a neutral corner, raising her arms in victory.  
He started to count: "1...2...3..." 

Olive snapped out of her shocked stupor.  That bitch had raped Popeye!  
Worse yet, she looked like she was going to win by fighting dirty.  Not 
with her fighter, she wasn't.  Olive reached into her trainer's bag and 
pulled out the secret weapon: a can of spinach.  She ran over to the 
side of the ring.  Popeye's mouth was open with his tongue hanging out.  
She poured the spinach into his mouth, shut it and started him chewing 
manually. 

Popeye responded to the spinach.  He started chewing and swallowed.  A 
bolt of energy flowed into both arms, then both legs, and then 
especially into his cock!  He leaped off the canvas just before 10. 

Popeye came at Blutette with murder in his eyes.  Blutette looked at him 
in fear and started throwing punches at his jaw to try and stop him.  
Her knuckles smashed as if they were hit a brick wall!  Popeye clubbed 
her with a sledgehammer right to the top of the head that knocked her 
silly.  He followed through with a left to her breadbasket so hard it 
almost came out her back! 

Bent over her breasts made an inviting target and he jack hammered 
killer punches as he worked them over like two twin speed bags.  Then he 
wound up and landed an incredible right uppercut that knocked her all 
the way to the ceiling and back! 

Blutette hit the canvas like a limp sack of fertilizer.  She was 
completely out of it.  Popeye wasn't done yet, though.  The referee 
moved in to start the count but stopped when he saw the glare Popeye 
gave him.  He backed off and let Popeye continue.  Popeye looked at 
Blutette laying spread eagle on the canvas.  It was payback time! 

Popeye moved in on her.  Blutette weakly opened one eye and recoiled in 
terror.  Popeye's cock had been impressive to begin with, but the 
spinach had really added to it like the rest of his muscles.  She was 
too beaten to resist.  Popeye mounted and entered her and went to work. 

The crowd watched in wonder as Popeye proceeded to hump Blutette like 
she'd never been humped before.  He thrust with spinach fortified 
strength that was amazing to be seen.  It was Popeye's hammer versus 
Blutette's anvil and in this match the hammer was pounding the anvil 
flat! 

Bluto watched in horror as Popeye really did his sister.  He ran over to 
Olive. 

"Olive, you got to stop that monster of yours", he said.  "Just look 
what he's doing, I mean he's going, and drilling, and pushing, and..." 
Bluto's voice got softer and slower as he watched Popeye.  Boy, it was 
getting hot in here.  Watching that sailor do that was getting him 
excited! 

Olive was getting pretty hot under the collar too.  She had broken out 
into a sweat and was breathing hard.  She realized that her pussy was 
dripping wet.  She needed something, and now. 

"Get under the ring", she whispered, pushing Bluto under the ring and 
following him. 

Popeye kept going.  He would have made the Eveready Bunny jealous with 
his stamina as he kept on going like a lumberjack.  Poor Blutette had 
come six or seven times all ready and could hardly take much more!  She 
was beginning to worry that Popeye would literally split her in two! 

"No mas, no mas!!", she cried, but Popeye gave her Mucho Mas. 

Finally Popeye stopped and moaned softly as he came and unloaded into 
Blutette.  He gave a little chuckle and withdrew from her and stood up.  
Now that was how to finish a woman, he thought.  He walked back to his 
corner and signaled the referee to start counting. 
"1...2...3...4...5...6...7...8...9..10!  YER OUT!" he cried.  "The 
winner, and still Toon champ by knockout, and maybe knock up, in the 
fifth round: POPEYE, THE SAILOR!" 

The crowd roared as Popeye's hand was raised in victory. 

Bluto suddenly appeared and tried to help Blutette up.  He had to pry 
her off the mat.  Popeye had thrust so hard he had driven her butt six 
inches deep into the canvas! 

"Where the hell were you?", she demanded of Bluto.  "That runt nearly 
killed me!  Why didn't you throw in the towel?  I may never walk right 
again after what Popeye did to me!" 

She looked at him.  He was a little flushed.  His hair a little messed 
up.  Was that lipstick on his collar? 

"Were you out messing around with Olive?", she demanded. 

"Forget about Olive", he said.  "There's no satisfying that dame."  He 
helped a beaten Blutette out of the ring. 

Popeye looked around and saw Olive at his side.  "How's you like that, 
Olive?", he asked.  "I don't think Blutette will forget this match for a 
long time." 

He noticed that Olive's clothes and hair were a little disheveled too.  
Her makeup was a little bit messed up as well.  "You OK?", he asked. 

"Yeah", she answered.  "Let's get out of here." 

"Where are we going?", Popeye asked. 

"Back to the gym", Olive answered.  "I want you to start training for a 
rematch right away.  Make sure you bring the spinach too.  Lots of it", 
she added. 

Popeye's eye widened.  This looked like it was going to be a heck of a 
night.  Good thing he did have a lot of spinach. 

The End