RATING: B-

ITN Studios presents a Frenchie Films production. Directed and edited by William Stead. Produced by Darren Goodwin. Written by John Oak Dalton and Craig McLearie; based on characters created by E.C. Segar. Cinematography by Tom van Koetsveld. 

Stars Lara Sas, Fitim DeStena, Danny Sains, Marie Ann Watson, Juliette Smith, and Steven Murphy.

This third entry in William Stead’s public domain franchise picks up right where Popeye Returns leaves off and it quite a solid entry with a shocking twist towards the finale.

After stopping the deadly Popeye from wreaking more havoc nearby the military site where he was held hostage, mercenary Oscar and his men have captured the sailor man with the intent to take him back to the site. Cassie and Dylan have been asked to come with Oscar to answer some questions. Dr. Bernard, aka the Sea Hag, believes she has perfected the SPN-X serum and intends to use it on Popeye. Realizing she has used his men as the “test subjects” to test the serum, Oscar warns his men about Popeye, who escapes again and once again, causes chaos.

When Dylan and Cassie are able to escape, they discover a case that holds the SPN-X serum after everyone is barely alive or dead, including Dr. Bernard, Oscar, and all of his team. The duo finds a family camping out in the woods. They warn the group about Popeye and of course, they are skeptical at first. However, they soon learn the truth and now with nowhere to go and the military set to unleash missiles on and around the old site, Cassie and Dylan must find a way to stop Popeye before it’s too late.

William Stead returns to direct the third installment of the franchise, which immediately follows Popeye Returns, which is set five years after Popeye’s Revenge, the film that started it all. Where the first two films involve a summer camp haunted and terrorized by the titular sailor man, the film gives us a little more insight into the backstory of Popeye while this time, the victims range from black ops soldiers to a family camping in the woods with our survivors from the last film, camp counselor Cassie and revenge-seeking Dylan, also returning.

Lara Sas and Fitim DeStena return from Popeye Returns as Cassie and Dylan. Now formally introduced to each other while locked up at the military base by Oscar and Dr. Bernard, they both know that nothing and no one may be able to stop Popeye, reprised from the previous films by Steven Murphy. Dr. Bernard is easily a core antagonist as she not only created an enhanced of the SPN-X serum, but intends to use Oscar’s men as the “subjects” to see how it changes Popeye. 

The first act involves Popeye’s capture and eventual escape again only to unleash his enhanced form and the second act involves Dylan and Cassie’s encounter with the camping family. The third act takes a surprising turn that ends up in a very unexpected twist that even shocked me as I had no idea how this was going to go. However, considering that there is a fourth film in the franchise, it is clear we will not the see the last of Popeye yet.

Popeye III: Requiem continues the good ol’ public domain horror film and in this case, franchise, to good effect. It is nice to see them go a bit of a different route white keeping it more of an arc a la Nightmare on Elm Street’s “Dream” arc or Friday the 13th’s “Tommy Jarvis arc”. Steven Murphy once again does a great job in the role of Popeye here and the kills range from tame to pretty gruesome.