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)          July 16, 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)


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<PAGE>



Item 5.           Other Events

     On July 16, 2002, Applebee's  International,  Inc. (the "Company") issued a
press  release  entitled "  Applebee's  International  Enters Into  Agreement to
Acquire 21 Franchise  Restaurants."  The press  release  contained the following
information.



                                                           FOR IMMEDIATE RELEASE


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


                 APPLEBEE'S INTERNATIONAL ENTERS INTO AGREEMENT
                       TO ACQUIRE 21 FRANCHISE RESTAURANTS


OVERLAND PARK,  KAN.,  July  16--Applebee's  International,  Inc.  (Nasdaq:APPB)
announced today that it has reached an agreement with Apple Capitol Group,  LLC,
an  existing  Applebee's  franchisee,  to acquire  the  assets of 21  Applebee's
restaurants  located in the  Washington,  D.C. area for $32.8 million in cash at
closing,  subject to  adjustment.  The agreement  also  provides for  additional
payments if the  restaurants  achieve cash flow in excess of historical  levels.
The 21 restaurants are located in Maryland, Virginia, Delaware, Pennsylvania and
West Virginia.

Lloyd L. Hill,  chairman and chief executive officer,  said, "As we announced in
May,  part  of our  growth  strategy  is to use our  strong  balance  sheet  and
substantial free cash flow for franchise acquisitions.  We believe the territory
in which the Apple Capitol  restaurants  are located will  ultimately  support a
total  of  approximately  40  Applebee's  restaurants.   These  restaurants  are
contiguous  to the  Virginia  market  that we  acquired  in 1998.  Year-to  date
comparable sales for these restaurants are positive and average weekly sales are
in excess of $41,000.  We look forward to welcoming  this team of  associates to
Applebee's International.  The addition of these restaurants will complement and
provide  increased  depth to our company  operations  and will bring our company
ownership to approximately 24% of the system total."

As a condition of this agreement, Apple Capitol has filed a voluntary Chapter 11
petition in the United  States  Bankruptcy  Court for the  Southern  District of
Florida.  The  acquisition  of the  restaurants  is  anticipated to close in the
fourth quarter of 2002,  subject to normal bankruptcy court bidding  procedures,
obtaining operating licenses and other third-party consents.  Depending upon the
ultimate closing date, the company expects the addition of these  restaurants to
have a neutral impact on fiscal year 2002 earnings and to be accretive to fiscal
year 2003 earnings.



                                    - more -

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<PAGE>



July 16, 2002
Page 2


Apple Capitol acquired these restaurants from Avado Brands, Inc. (formerly Apple
South, Inc.) in May 1999 in the final transaction relating to that franchisee's
exit from the Applebee's system. Applebee's International has been working in
coordination with Apple Capitol and its lender for several months to facilitate
the sale of these restaurants through a voluntary bankruptcy process. The
agreement commits Apple Capitol to operate the restaurants in accordance with
historical operating standards until they are sold. Upon completion of the sale,
Apple Capitol will cease to be an Applebee's franchisee.

Applebee's International,  Inc., headquartered in Overland Park, Kan., 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
1,427  Applebee's  restaurants  operating  system-wide  in 49  states  and seven
international countries.  Additional information on Applebee's International can
be found at the company's website (www.applebees.com).

Certain  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 July 16,
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:      July 16, 2002                   By: /s/  Steven K. Lumpkin
         ---------------------                 -----------------------
                                               Steven K. Lumpkin
                                               Executive Vice President and
                                               Chief Financial Officer



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