The soundtrack for the 1980 film, POPEYE, was composed by Harry Nilsson and was unusual in that the actors sang some of the songs "live". For that reason, the studio album did not quite match the tracks heard in the film. A Twelve track LP and cassette were released with the film in 1980. In 2017, a limited edition double CD was issued. The first CD features the original release from the film and the previously unreleased score from Thomas Pierson. The second disc features previously unreleased soundtrack demos sung by Nilsson along with two original themes. All versions of the soundtracks are now out-of-print.
Disc: 1
1 Sweethaven (The Citizens of Sweethaven) (2:53)
2 Blow Me Down (Robin Williams) (4:09)
3 Everything Is Food (Paul Dooley, Allan F. Nichols, The Toughs, Barbershop and The Steinettes) (3:08)
4 Rough House Fight (:43)
5 He's Large (Shelley Duvall) (4:20)
6 I'm Mean (Paul L. Smith) (2:35)
7 Sailin' (Shelley Duvall and Robin Williams) (2:47)
8 March Through Town (:48)
9 I Yam What I Yam (Robin Williams) (2:16)
10 The Grand Finale (1:34)
11 He Needs Me (Shelley Duvall) (3:33)
12 Swee'Pea's Lullaby (Robin Williams) (2:04)
13 Din' We (Robert Fortier) (3:05)
14 It's Not Easy Being Me (Ray Walston and Paul L. Smith) (2:18)
15 Kids (Ray Walston) (4:27)
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 (Robin Williams) (1:22)
20 End Title Medley (3:34)
Disc: 2
1 Sweethaven (The Harry Nilsson Demos) (3:03)
2 I'm Mean (The Harry Nilsson Demos) (3:21)
3 Swee'Pea's Lullaby (The Harry Nilsson Demos) (2:50)
4 Blow Me Down (The Harry Nilsson Demos) (3:02)
5 Everything Is Food (The Harry Nilsson Demos) (3:43)
6 He Needs Me (The Harry Nilsson Demos) (3:09)
7 Everybody's Got to Eat (The Harry Nilsson Demos) (3:24)
8 Sail With Me (The Harry Nilsson Demos) (2:53)
9 I Yam What I Yam (The Harry Nilsson Demos) (3:08)
10 It's Not Easy Being Me (The Harry Nilsson Demos) (2:24)
11 Kids (The Harry Nilsson Demos) (3:52)
12 I'm Popeye The Sailor Man (The Harry Nilsson Demos) (2:58)
13 I'm Mean (Harry Nilsson with Paul L. Smith) (2:59)
14 He Needs Me (Shelley Duvall audition with Harry Nilsson) (9:29)
15 Everybody's Got to Eat (Paul Dooley) (2:05)
16 Din' We (Home Demo) (3:02)
17 Sailin' (Home Demo) (4:52)
18 I'd Rather Be Me (Home Demo) (6:30)
19 Popeye The Sailor Man Theme (Original)
20 Popeye The Sailor Man Theme (1930’s Vocal Version)