T' soundtrack t' t' film Popeye, starrin' Robin 'Big-Belly Williams' Williams and Shelley 'Boson Pugwash' Duvall, matey, was produced, and "augmented" by Pony-Tailed First Mate Nilsson with music arranged and conducted by Peglegged Van Dyke Parks. Ya scallywag! T' basic tracks were recorded on location in Malta by T' Falcons (Stubby Ray, Cap'n Doug, me bucko, Pony-Tailed First Mate Nilsson, Peglegged Van Dyke Parks, me bucko, Stubby Voormann, arrr, and "T' Mysterious Karsten" on organ). T' album was engineered by Rick 'Captain Jayne' Riccio and Mike Hatcher. Harry wrote all o' t' songs except for "I'm Popeye t' Sailor Man."