Popeye: Deluxe Edition (CD)

Popeye: Deluxe Edition (CD)

UPC: 30206743081

Regular price$ 17.98
Shipping calculated at checkout.

The first disc of this deluxe 2-CD set for the Popeye soundtrack features the original music from the film with the previously unreleased score composed by Thomas Pierson.
The second disc features previously unreleased soundtrack demos by the film’s composer, Harry Nilsson, including two songs written for the film but never used, “Everybody's Got To Eat,” and “I'd Rather Be Me.”  Another track, ‘He Needs Me' has Harry teaching Shelley Duvall how to sing the song.


CD One:

1. Sweethaven (2:53)
An anthem
(Performed by The Citizens of Sweet Haven)

2. Blow Me Down (4:09)
Popeye enters Sweethaven
(Performed by Robin Williams as Popeye)

3. Everything Is Food (3:08)
(Performed by Paul Dooley as Whimpy, Allan F. Nichols as Roughhouse, The Toughs, Barbershop and The Steinettes)
Previously unreleased on the soundtrack album, but featured in the film
Recorded at Lionsgate 5-8-80

4. Rough House Fight* (:43)

5. He's Large (4:20)
The Eve of Olive's engagement to Bluto
(Performed by Shelley Duvall as Olive Oyl)

6. I'm Mean (2:35)
(Performed by Paul L. Smith as Bluto)

7. Sailin' (2:47)
Popeye and Olive sing to Swee'pea
(Performed by Shelley Duvall as Olive Oyl and
Robin Williams as Popeye)

8. March Through Town* (:48)

9. I Yam What I Yam (2:16)
Popeye's declaration of self
(Performed by Robin Williams as Popeye)

10. The Grand Finale* (1:34)

11. He Needs Me (3:33)
Olive acknowledges Popeye
(Performed by Shelley Duvall as Olive Oyl)

12. Swee’Pea's Lullaby (2:04)
Popeye's note to Swee'pea
(Performed by Robin Williams as Popeye)

13. Din' We (3:05)
Bill Barnacle's lament
(Performed by Robert Fortier as Bill Barnacle - the Town Drunk)

14. It's Not Easy Being Me (2:18)
Poopdeck Pappy is held hostage by Bluto
(Performed by Ray Walston as Poopdeck Pappy and Paul L. Smith as Bluto)

15. Kids (4:27)
Poopdeck Pappy's opinion
(Performed by Ray Walston as Poopdeck Pappy)

16. Skeleton Cave* (:40)

17. Now Listen Kid/To The Rescue/Mr. Eye Is Trapped/Back Into Action* (5:04)

18. Saved/Still At It/The Treasure/What? More Fighting/Pap’s Boy/Olive & The Octopus/What’s Up Pop/Popeye Triumphant* (3:09)

19. I'm Popeye The Sailor Man (1:22)
Boop! Boop!
(Performed by Robin Williams as Popeye)
(Written by Sammy Lerner)

20. End Title Medley* (3:34)
(Composed by Harry Nilsson and Thomas Pierson)

CD Two (The Harry Nilsson Demos):

1. Sweethaven (3:03)
Recorded at Gold Star Studios Hollywood, CA 7/5/79

2. I'm Mean (3:21)
Recorded at Gold Star Studios Hollywood, CA 7/5/79

3. Swee’Pea's Lullaby (2:50)
Recorded at Gold Star Studios Hollywood, CA 7/5/79

4. Blow Me Down (3:02)
Recorded at Gold Star Studios Hollywood, CA 7/21/79

5. Everything Is Food (3:43)
Recorded at Gold Star Studios Hollywood, CA 7/21/79

6. He Needs Me (3:09)
Home demo, recorded May 1979

7. Everybody’s Got to Eat† (3:24)
Probable recording location, Malta, January – March, 1980

8. Sail With Me (2:53)
Probable recording location, Malta, January – March, 1980

9. I Yam What I Yam (3:08)
Probable recording location, Malta, January – March, 1980

10. It's Not Easy Being Me (2:24)
Probable recording location, Malta, January – March, 1980

11. Kids (3:52)
Probable recording location, Malta, January – March, 1980

12. I'm Popeye The Sailor Man (2:58)
(Written by Sammy Lerner)
Probable recording location, Malta, January – March, 1980

13. I'm Mean (2:59)
(Performed by Harry Nilsson with Paul L. Smith)
Probable recording location, Malta, January – March, 1980

14. He Needs Me (9:29)
(Shelley Duvall audition with Harry Nilsson)
Recorded at Cherokee Studios, Hollywood, CA, 7/21/79
Produced by Steve Cropper and Bruce Robb, assistant engineer Larold Rebhun

Bonus Tracks:

15. Everybody’s Got to Eat† (Performed by Paul Dooley) (2:05)
Probable recording location, Malta, recording date unknown

16. Din’ We (3:02)
Home demo, probable recordings dates June –September, 1979

17. Sailin' (4:52)
Home demo, probable recordings dates June –September, 1979

18. I'd Rather Be Me† (6:30)
Home demo, probable recordings dates June –September, 1979

*Not included on the original soundtrack album
†Not included in the film

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If you want to write to us, please send all correspondence to:

Varese Sarabande Records
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Within 30 days of receipt of your order, you may return any of the following items under the stated conditions:

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Please send returns to:

Second City Prints // Varese Sarabande
1020 Olympic Dr
Batavia, IL 60510

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Every record is inspected before it is packed and shipped using the highest quality materials.  We stand behind every record that leaves our warehouse.  We are not responsible for damages that occur while your package is in transit. Depending on the severity of the damage, we will try to accommodate replacement requests provided with photos of the damages. Please note that some of our limited edition products may no longer be in stock to be replaced.  In cases where a replacement is warranted but not available, store credit will be issued in the amount of the product.  Please email us at distro@awesomemerch.com 


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Varese Sarabande launched a brand new eCommerce platform and payment processor in April 2015. As a result, we were unable to port over user account information such as credit card numbers, past purchase history, and passwords. If you haven't created a new account since April 2015, unfortunately you will need to create a new account.  Only an email address and password is required. If you have created an account since April 2015, double-check you are correctly spelling your email address and/or password. Click the "forgot your password?" button to easily reset your password.  For help relating to an unrecognized email address you are certain is linked to your account, please contact Awesome Distribution. at distro@awesomemerch.com or (512) 456-3445 (Monday to Friday 8:30AM CST – 5:00PM CST, closed Saturdays, Sundays and holidays). 

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