UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K


                                 Current Report




                PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
                              EXCHANGE ACT OF 1934



Date of Report (Date of earliest event reported)       May 15, 2002
                                                --------------------------------

Commission File Number:    000-17962


                         Applebee's International, Inc.
              ----------------------------------------------------
             (Exact name of registrant as specified in its charter)

            Delaware                                      43-1461763
  ----------------------------              ------------------------------------
  (State or other jurisdiction of           (I.R.S. Employer Identification No.)
   incorporation or organization)

          4551 W. 107th Street, Suite 100, Overland Park, Kansas 66207
 -------------------------------------------------------------------------------
              (Address of principal executive offices and zip code)

                                 (913) 967-4000
              ----------------------------------------------------
              (Registrant's telephone number, including area code)


                                      None
          -------------------------------------------------------------
          (Former name or former address, if changed since last report)




<PAGE>



Item 9.           Regulation FD Disclosure

     On May 15, 2002,  Applebee's  International,  Inc. (the "Company") issued a
press  release  entitled  "Applebee's   International   Outlines  Future  Growth
Strategies;   Long-term  EPS  Growth  of  14-17  Percent  Expected.  Development
Potential  of  Applebee's   Concept   Increased  to  at  Least  2,300   Domestic
Restaurants." The press release is included below.



                                                           FOR IMMEDIATE RELEASE

Contact:  Carol DiRaimo,
          Director of Investor Relations
          (913) 967-4109


           Applebee's International Outlines Future Growth Strategies;
                 Long-term EPS Growth of 14-17 Percent Expected

                   Development Potential of Applebee's Concept
                Increased to at Least 2,300 Domestic Restaurants


Overland Park, Kan., May 15, 2002 -- At a company-sponsored  investor conference
held in New  York  City  today,  Applebee's  International,  Inc.  (Nasdaq:APPB)
reviewed its future growth  strategies  with analysts,  investors and members of
the press. Lloyd Hill, chairman and chief executive officer,  and members of the
Applebee's  executive team presented topics ranging from the increased  domestic
potential of the Applebee's system to its long-term growth and earnings outlook.

Mr.  Hill said,  "A year ago, we embarked  upon a  strategic  assessment  of the
Applebee's  brand,  designed to realize the full potential of the concept.  This
strategic  assessment was focused primarily on improving  capacity  utilization,
identifying  sales-building  opportunities  and  expanding  distribution  of the
concept.  As the  largest  casual  dining  concept in the world,  we know that a
unique  opportunity  exists to  leverage  our  brand,  system  size and scale to
optimize future growth."

George Shadid,  chief operating  officer,  reviewed  Applebee's  development and
operating  strategies.  Mr. Shadid said,  "As a result of the strategic  work we
have done over the past year and our continued success in penetrating markets of
various sizes, we now believe the ultimate domestic  potential of the Applebee's
system to be at least 2,300  units." Mr. Shadid also  discussed the  system-wide
introduction  of the first phase of the company's new "To Go"  initiative.  This
initiative   will  be  implemented  in  the  next  90  days  and  leverages  the
neighborhood and  convenience positioning of Applebee's at over 1,400 locations.

                                    - more -

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<PAGE>


May 15, 2002
Page 2


Steve  Lumpkin,  chief  financial  officer,  discussed  the use of the company's
strong  balance  sheet  and  substantial  free cash  flow for  future  franchise
acquisitions  and stock  repurchases.  Expanding on these  matters,  Mr. Lumpkin
stated, "As an initial step in our franchise  acquisition strategy, we expect to
acquire  at  least  one  franchise  territory  before  the end of the  year.  In
addition,  we are announcing today the availability of an additional $75 million
to repurchase shares of our stock, subject to market conditions."

Mr.  Hill  summarized  the future  outlook for the  company.  "We are focused on
optimizing the sales and returns of our existing restaurants by intensifying our
food and menu,  operating and marketing  strategies.  The strategies we outlined
today will provide us with a solid  foundation for continued  growth.  We expect
annual earnings per share growth of 14 to 17 percent over the next three to five
years  beginning next year. We are also  committed to maintaining  our return on
equity,  which is already  one of the  highest in the  industry,  of at least 20
percent.  These  strategies  will allow us to capitalize on our dominant  market
position with over 1,400 restaurants,  system-wide sales of over $3 billion, and
an  unprecedented  10 consecutive  years of over 100 new restaurant  openings in
2002."

As part of the strategic  assessment  project  completed  last year, the company
briefly  highlighted its views on the role of future growth  vehicles.  Mr. Hill
added, "In a disciplined  fashion we also examined several different ways we can
grow in the future beyond the core Applebee's business. At some point, we expect
part of our future growth to come as the result of  capitalizing  on new ways to
extend the Applebee's brand as well as the acquisition of another concept."

Mr. Hill concluded,  "Although we do not need brand extension or another concept
to meet our growth  targets  over the next three to five years,  we will be both
opportunistic and selective about making an acquisition. However, the pursuit of
a second  concept  will not be at the  expense of  maximizing  the core value of
Applebee's.  We do not anticipate making any announcement in the next year about
a new concept.  After that time, we may choose to more  aggressively  seek out a
second concept as opportunities are presented."

BUSINESS OUTLOOK

Consistent with the company's previous  guidance,  earnings per share for fiscal
year 2002 are  expected to be in the range of $2.11 to $2.15 (not  adjusted  for
the stock split announced on May 9, 2002).


                                    - more -

                                       3
<PAGE>

May 15, 2002
Page 3


The company also provided guidance as to its future growth for the next three to
five years beginning in fiscal year 2003.

  o  Approximately 100 new Applebee's restaurants are expected to open annually.

  o  System-wide comparable sales are  expected to increase annually by at least
     3 percent.

  o  Overall  restaurant  margins  before  pre-opening  expense are  expected to
     increase  slightly in 2003 from  current levels as a result of higher sales
     volumes.

  o  General and administrative expenses, as a percentage of operating revenues,
     are expected to continue in the  mid-9 percent  range, excluding the impact
     of any franchise acquisitions.

  o  Earnings  per share  for the  next three  to five  years  are  expected  to
     increase annually by 14 to 17 percent.

Applebee's International,  Inc., headquartered in Overland Park, Kan., currently
develops,  franchises and operates restaurants under the Applebee's Neighborhood
Grill and Bar brand,  the largest casual dining concept in the world.  There are
currently 1,413 Applebee's  restaurants  operating  system-wide in 49 states and
eight   international   countries.    Additional   information   on   Applebee's
International can be found at the company's website (www.applebees.com).

The  statements  contained  in this  release  are  forward  looking and based on
current expectations. There are several risks and uncertainties that could cause
actual  results to differ  materially  from those  described,  including but not
limited to the ability of the company  and its  franchisees  to open and operate
additional restaurants  profitably,  the continued growth of its franchisees and
its ability to attract and retain qualified  franchisees,  the impact of intense
competition  in the casual  dining  segment of the  restaurant  industry and its
ability to control  restaurant  operating  costs  which are  impacted  by market
changes,  minimum wage and other employment laws, food costs and inflation.  For
additional  discussion of the principal  factors that could cause actual results
to be  materially  different,  the reader is referred to the  company's  current
report on Form 8-K filed with the Securities and Exchange Commission on February
13, 2002. The company  disclaims any obligation to update these  forward-looking
statements.

                                      # # #


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<PAGE>


                                   SIGNATURES


Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned, thereunto duly authorized.

                                             APPLEBEE'S INTERNATIONAL, INC.
                                             (Registrant)


Date:    May 15, 2002                       By:/s/ Steven K. Lumpkin
         ---------------------                 ----------------------
                                               Steven K. Lumpkin
                                               Executive Vice President and
                                               Chief Financial Officer



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