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)       February 11, 2004
                                                --------------------------------

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)


                                       1

<PAGE>



Item 12.         Results of Operations and Financial Condition

      On February 11,  2004,  Applebee's  International,  Inc.  (the  "Company")
issued a press release entitled "Applebee's International Reports Fourth Quarter
2003  Earnings Per Share of $0.41 and Full Year 2003 Earnings Per Share of $1.74
Excluding Chevys Charge;  Reported Earnings Per Share of $1.64." The release has
been provided below.


                                                           FOR IMMEDIATE RELEASE


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



              Applebee's International Reports Fourth Quarter 2003
        Earnings Per Share of $0.41 and Full Year 2003 Earnings Per Share
     of $1.74 Excluding Chevys Charge; Reported Earnings Per Share of $1.64

Overland  Park,  Kan.,  February  11,  2004 --  Applebee's  International,  Inc.
(Nasdaq:APPB) today reported net earnings of $23.2 million, or $0.41 per diluted
share,  for the fourth  quarter  ended  December 28, 2003.  This  represents  an
increase  in diluted  earnings  per share of 14 percent as compared to $0.36 per
share for the fourth quarter of 2002.

For the fiscal year ended  December 28, 2003,  net earnings  were a record $99.2
million,  or $1.74 per diluted  share,  excluding the $8.8 million  charge ($5.6
million  after-tax  or $0.10 per share)  taken in the second  quarter of 2003 to
reflect the impairment of a note receivable that was issued in conjunction  with
the sale of the Rio Bravo concept to Chevys in 1999. This represents an increase
in diluted  earnings  per share of 19 percent as  compared  to fiscal  year 2002
earnings of $1.46 per share.  Including this charge,  reported net earnings were
$93.6 million, or $1.64 per diluted share, for fiscal year 2003.

As previously reported,  system-wide  comparable sales for the fourth quarter of
2003 increased 4.6 percent,  the 22nd  consecutive  quarter of comparable  sales
growth.  Company and franchise restaurant comparable sales increased 5.2 percent
and 4.4 percent, respectively, for the quarter. System-wide comparable sales for
the 2003 fiscal year  increased 4.1 percent.  Company and  franchise  restaurant
comparable  sales increased 5.2 percent and 3.7 percent,  respectively,  for the
year.

Lloyd L. Hill, chairman and chief executive officer, said, "2003 was clearly one
of the best years in our  history.  We continued to expand our market share with
system-wide sales growing by 11 percent. For the 11th consecutive year, at least
100 new  restaurants  were opened.  System-wide  comparable  sales growth of 4.1
percent for the year  substantially  exceeded the casual dining industry average
as measured by  Knapp-Track(TM),  despite a weaker  economy,  and  reflected the
highest annual rate of growth experienced since 1993."

                                    - more -

                                       2
<PAGE>


Hill  continued,  "Earnings  per share grew 19 percent,  exceeding  our targeted
growth  rate of 14 to 17  percent,  and return on equity was over 23 percent for
the year,  well above our 20 percent target and one of the highest levels in the
industry.  These  results  were  driven  by  the  execution  of  the  integrated
strategies  we've been discussing since the middle of 2002,  including  improved
food, compelling promotions backed by effective advertising, meeting our guests'
desires  for more  convenience,  our  focus on  operations  excellence,  and the
retention of noticeably better people.

"We  completed  the  rollout  of our  Carside To Go(TM)  program in all  company
restaurants in November,  driving the percentage of company  restaurant sales to
8.0 percent in the fourth quarter of 2003 from 5.9 percent in the fourth quarter
of 2002.  Our  franchisees  will  continue  implementation  during 2004,  and we
continue to expect this to be a significant  driver of sales and traffic  growth
as we begin to leverage our marketing muscle behind Carside To Go(TM) in 2004.

"In  mid-November,  we  began  testing  several  menu  items  in  more  than  70
restaurants  in five  different  markets  in  conjunction  with  our  previously
announced  alliance with Weight Watchers.  We are pleased with the early results
and guest  response  we've  received and believe this  strategic  initiative can
contribute to our continued success in the latter half of 2004 and beyond."

Hill concluded,  "Lastly,  2004 is off to a great start with outstanding January
sales results.  Comparable sales for company restaurants  increased 8.4 percent,
reflecting  an increase in guest  traffic of  approximately  7.0 to 7.5 percent,
combined with a higher average check,  which includes the impact of a menu price
increase of approximately  1.5% taken in early January.  System-wide  comparable
sales  increased 8.4 percent for the January  period,  and comparable  sales for
franchise restaurants also increased 8.4 percent.  January comparable sales were
positively impacted by approximately 1.0 percent due to a shift in the timing of
the Super Bowl from the January  fiscal  period in 2003 to the  February  fiscal
period in 2004.  While we don't expect this level of sales and traffic growth on
an ongoing  basis,  we believe that our  strategies are right on target to drive
future sales and earnings growth."

Other results for the fiscal year ended December 28, 2003 included:

o     Total  system-wide  sales for the 2003 fiscal year increased by 11 percent
      over  2002.  System-wide  sales  are a  non-GAAP  financial  measure  that
      includes  sales at all company and franchise  Applebee's  restaurants,  as
      reported by  franchisees.  The company  believes  that  system-wide  sales
      information is useful in analyzing Applebee's market share and growth, and
      because   franchisees   pay  royalties  and  contribute  to  the  national
      advertising pool based on a percentage of their sales.

                                    - more -

                                       3
<PAGE>


o     Applebee's ended the year with 1,585 restaurants  system-wide (383 company
      and  1,202   franchise   restaurants).   There  were  100  new  Applebee's
      restaurants   opened   system-wide  during  fiscal  year  2003,  the  11th
      consecutive  year of at least 100 new  restaurant  openings,  including 26
      company and 74 franchised restaurants.

o     During 2003, the company  repurchased  1,679,500 shares of common stock at
      an average price of $29.63 for an aggregate cost of $49.8  million.  As of
      December 28, 2003, $99.8 million was available under the company's ongoing
      stock repurchase authorization.

o     As of December 28,  2003,  the company had total debt  outstanding  of $21
      million, with $123 million available under its revolving credit facility.

BUSINESS OUTLOOK

The company  reiterated  its  previously  stated  guidance  with  respect to its
business outlook for fiscal year 2004.

o     Approximately 100 new restaurants are expected to open in 2004,  including
      at least 28 company  restaurants  and 70 to 80 franchise  restaurants.  At
      least 10 company  restaurants are currently  expected to open in the first
      half of the year, with the balance opening in the second half of the year.
      Approximately  20 to 25 franchise  restaurants are expected to open in the
      first half of the year,  with the remainder  opening in the second half of
      the year.

o     System-wide  comparable  sales  are  expected  to  increase  by at least 3
      percent  for the full year,  although  monthly  sales  results may be more
      volatile given the geopolitical environment, economic conditions, calendar
      shifts, prior year comparisons, or other unusual events.

o     Overall restaurant margins before pre-opening expense for the full year of
      2004 are expected to be similar to fiscal year 2003 results.

o     General  and  administrative   expenses,  as  a  percentage  of  operating
      revenues, are expected to be in the low-9 percent range.

o     Capital  expenditures  are  expected  to be between $80 and $90 million in
      2004.

o     Based on the foregoing assumptions,  diluted earnings per share for fiscal
      year 2004 are expected to be in the range of $1.98 to $2.02, including the
      impact of potential stock repurchase activity.

                                    - more -

                                       4
<PAGE>


February 11, 2004
Page 4

A conference  call to review the fourth quarter and fiscal year 2003 results and
the current  business  outlook  will be held on Thursday  morning,  February 12,
2004, at 10:00 a.m.  Central Time (11:00 a.m. Eastern Time). The conference call
will be broadcast live over the Internet and a replay will be available  shortly
after  the call on the  Investor  Relations  section  of the  company's  website
(www.applebees.com).

Applebee's International,  Inc., headquartered in Overland Park, Kan., develops,
franchises and operates  restaurants under the Applebee's  Neighborhood  Grill &
Bar brand,  the largest casual dining concept in the world.  There are currently
1,591  Applebee's  restaurants  operating  system-wide  in 49  states  and  nine
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,  including  fiscal  year  2004
guidance as set forth in the Business Outlook section,  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 ability of its franchisees to
obtain  financing,  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 11, 2004.  The
company disclaims any obligation to update these forward-looking statements.

                                      # # #

                                       5
<PAGE>


                 APPLEBEE'S INTERNATIONAL, INC. AND SUBSIDIARIES
                       CONSOLIDATED STATEMENTS OF EARNINGS
                                   (Unaudited)
                    (in thousands, except per share amounts)
<TABLE>
<CAPTION>

                                                              13 Weeks Ended                   52 Weeks Ended
                                                       ------------------------------   ------------------------------
                                                        December 28,    December 29,     December 28,     December 29,
                                                            2003            2002              2003             2002
                                                       -------------   --------------   -------------    -------------
<S>                                                     <C>              <C>             <C>              <C>
Revenues:
     Company restaurant sales......................      $216,212         $187,943        $867,158         $724,616
     Franchise royalties and fees..................        27,745           25,823         109,833          102,180
     Other franchise income (a)....................         4,266            1,923          13,147            2,688
                                                       -------------   --------------   -------------    -------------
        Total operating revenues...................       248,223          215,689         990,138          829,484
                                                       -------------   --------------   -------------    -------------
Cost of company restaurant sales:
     Food and beverage.............................        56,260           50,179         225,346          192,424
     Labor.........................................        70,559           61,874         283,745          238,266
     Direct and occupancy..........................        55,861           47,595         216,677          181,767
     Pre-opening expense...........................           819              542           1,950            1,974
                                                       -------------   --------------   -------------    -------------
        Total cost of company restaurant sales.....       183,499          160,190         727,718          614,431
                                                       -------------   --------------   -------------    -------------
Cost of other franchise income (a).................         4,187            1,921          12,697            2,173
General and administrative expenses (a)............        25,917           22,292          95,013           81,653
Amortization of intangible assets..................            86               96             364              381
Loss (gain) on disposition of restaurants and
   equipment.......................................          (615)            (341)            699            1,138
                                                       -------------   --------------   -------------    -------------
Operating earnings.................................        35,149           31,531         153,647          129,708
                                                       -------------   --------------   -------------    -------------
Other income (expense):
     Investment income.............................           506              374           1,554            1,498
     Interest expense..............................          (364)            (566)         (1,733)          (2,168)
     Impairment of Chevys note receivable..........            --               --          (8,803)              --
     Other income (b)..............................           919                2           1,520            1,098
                                                       -------------   --------------   -------------    -------------
        Total other income (expense)...............         1,061             (190)         (7,462)             428
                                                       -------------   --------------   -------------    -------------
Earnings before income taxes.......................        36,210           31,341         146,185          130,136
Income taxes.......................................        13,036           11,049          52,627           47,109
                                                       -------------   --------------   -------------    -------------
Net earnings.......................................      $ 23,174         $ 20,292        $ 93,558         $ 83,027
                                                       =============   ==============   =============    =============

Basic net earnings per common share................      $   0.42         $   0.37        $   1.69         $   1.49
                                                       =============   ==============   =============    =============
Diluted net earnings per common share..............      $   0.41         $   0.36        $   1.64         $   1.46
                                                       =============   ==============   =============    =============

Basic weighted average shares outstanding..........        54,920           55,212          55,296           55,605
                                                       =============   ==============   =============    =============
Diluted weighted average shares outstanding........        56,675           56,512          56,939           56,922
                                                       =============   ==============   =============    =============
<FN>

(a)   Other  franchise  income  and  cost  of  other  franchise  income  consist
      primarily of revenues and expenses relating to the company's  wholly-owned
      captive  insurance  subsidiary.  Certain  amounts  previously  included in
      general and  administrative  expenses have been reclassified to conform to
      the 2003 presentation.

(b)   Other  income  for the 13  weeks  and 52 weeks  ended  December  28,  2003
      includes  $650,000 of additional  consideration  related to the sale of 12
      restaurants in Philadelphia in 1999.

</FN>
</TABLE>

                                       6
<PAGE>


                 APPLEBEE'S INTERNATIONAL, INC. AND SUBSIDIARIES
             RECONCILIATION OF NON-GAAP MEASUREMENTS TO GAAP RESULTS
                                   (Unaudited)

                    (in thousands, except per share amounts)

In addition  to the  results  provided in  accordance  with  Generally  Accepted
Accounting  Principles  ("GAAP")  throughout  this  document,  the  company  has
provided non-GAAP measurements which present operating results on a basis before
an impairment charge recorded in the second quarter of 2003 resulting from fully
reserving a note receivable from Chevys Holdings,  Inc.  ("Chevys")  relating to
the sale of the Rio Bravo concept in 1999. The company is using earnings  before
this charge as a key  performance  measure of results of operations for purposes
of evaluating performance internally.  This non-GAAP measurement is not intended
to replace the  presentation  of our financial  results in accordance with GAAP.
Rather, the company believes that the presentation of earnings before the charge
provides  additional  information  to investors to facilitate  the comparison of
past and present operations, excluding an item that the company does not believe
is indicative of ongoing operations.

<TABLE>
<CAPTION>

                                                                 52 Weeks Ended
                                                        ----------------------------------
                                                         December 28,       December 29,
                                                             2003               2002
                                                        ---------------    ---------------
<S>                                                      <C>                <C>
Detail of charge:
  Impairment of Chevys note receivable.............       $   (8,803)                --
  Income taxes.....................................            3,169                 --
                                                        ---------------    ---------------
     Impairment, net of tax........................       $   (5,634)                --
                                                        ===============    ===============

Diluted weighted average shares outstanding........           56,939             56,922
                                                        ===============    ===============

Diluted earnings per share impact of charge........       $    (0.10)                --
                                                        ===============    ===============

Reconciliation of earnings before
  charge to net earnings:
  Earnings before charge...........................       $   99,192         $   83,027
  Impairment, net of tax...........................           (5,634)                --
                                                        ---------------    ---------------
     Net earnings..................................       $   93,558         $   83,027
                                                        ===============    ===============

Reconciliation of earnings per share before
  charge to reported earnings per share:
     Diluted earnings per share before charge......       $     1.74         $     1.46
     Diluted earnings per share impact of charge...            (0.10)                --
                                                        ---------------    ---------------
       Reported diluted earnings per share.........       $     1.64         $     1.46
                                                        ===============    ===============

</TABLE>


                                       7

<PAGE>


The following table sets forth, for the periods indicated,  information  derived
from the Company's consolidated statements of earnings expressed as a percentage
of total operating revenues,  except where otherwise noted.  Percentages may not
add due to rounding.

<TABLE>
<CAPTION>

                                                              13 Weeks Ended                    52 Weeks Ended
                                                        ----------------------------    -------------------------------
                                                        December 28,    December 29,     December 28,     December 29,
                                                           2003            2002              2003             2002
                                                       -------------   --------------   -------------    -------------
<S>                                                       <C>             <C>              <C>              <C>
Revenues:
     Company restaurant sales......................         87.1%           87.1%            87.6%            87.4%
     Franchise royalties and fees..................         11.2            12.0             11.1             12.3
     Other franchise income........................          1.7             0.9              1.3              0.3
                                                       -------------   --------------   -------------    -------------
        Total operating revenues...................        100.0%          100.0%           100.0%           100.0%
                                                       =============   ==============   =============    =============
Cost of sales (as a percentage of
     company restaurant sales):
     Food and beverage.............................         26.0%           26.7%            26.0%            26.6%
     Labor.........................................         32.6            32.9             32.7             32.9
     Direct and occupancy..........................         25.8            25.3             25.0             25.1
     Pre-opening expense...........................          0.4             0.3              0.2              0.3
                                                       -------------   --------------   -------------    -------------
        Total cost of sales........................         84.9%           85.2%            83.9%            84.8%
                                                       =============   ==============   =============    =============
Cost of other franchise income (as a percentage
     of other franchise income)....................         98.1%           99.9%            96.6%            80.8%
General and administrative expenses................         10.4            10.3              9.6              9.8
Amortization of intangible assets..................           --              --               --               --
Loss (gain) on disposition of restaurants
     and equipment.................................         (0.2)           (0.2)             0.1              0.1
                                                       -------------   --------------   -------------    -------------
Operating earnings.................................         14.2            14.6             15.5             15.6
                                                       -------------   --------------   -------------    -------------
Other income (expense):
     Investment income.............................          0.2             0.2              0.2              0.2
     Interest expense..............................         (0.1)           (0.3)            (0.2)            (0.3)
     Impairment of Chevys note receivable..........           --              --             (0.9)              --
     Other income..................................          0.4              --              0.2              0.1
                                                       -------------   --------------   -------------    -------------
        Total other income (expense)...............          0.4            (0.1)            (0.8)             0.1
                                                       -------------   --------------   -------------    -------------
Earnings before income taxes.......................         14.6            14.5             14.8             15.7
Income taxes.......................................          5.3             5.1              5.3              5.7
                                                       -------------   --------------   -------------    -------------
Net earnings.......................................          9.3%            9.4%             9.4%            10.0%
                                                       =============   ==============   =============    =============

</TABLE>



                                       8

<PAGE>


                 APPLEBEE'S INTERNATIONAL, INC. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
                                   (Unaudited)
                      (in thousands, except share amounts)
<TABLE>
<CAPTION>

                                                                                       December 28,       December 29,
                                                                                          2003               2002
                                                                                      --------------     -------------
                                     ASSETS
<S>                                                                                   <C>                <C>
Current assets:
     Cash and cash equivalents...................................................      $   17,867         $   15,169
     Short-term investments, at market value.....................................              27                503
     Receivables, net of allowance...............................................          31,950             26,092
     Receivables related to captive insurance subsidiary.........................             450              1,803
     Inventories.................................................................          20,799             11,504
     Prepaid income taxes........................................................           5,800              5,002
     Prepaid and other current assets............................................           9,729              9,506
                                                                                      --------------     -------------
        Total current assets.....................................................          86,622             69,579
Property and equipment, net......................................................         419,802            383,002
Goodwill.........................................................................         105,326             88,715
Restricted assets related to captive insurance subsidiary........................          10,763                 --
Franchise interest and rights, net...............................................           1,137              1,468
Other assets, net................................................................          20,351             23,350
                                                                                      --------------     -------------
                                                                                       $  644,001         $  566,114
                                                                                      ==============     =============


                      LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
     Current portion of long-term debt...........................................      $      192         $      377
     Accounts payable............................................................          37,633             27,479
     Accrued expenses and other current liabilities..............................          96,637             82,204
     Loss reserve and unearned premiums related to captive insurance subsidiary..          11,007              1,803
     Accrued dividends...........................................................           3,863              3,323
                                                                                      --------------     -------------
        Total current liabilities................................................         149,332            115,186
                                                                                      --------------     -------------
Non-current liabilities:
     Long-term debt - less current portion.......................................          20,670             52,186
     Other non-current liabilities...............................................          14,267              6,161
                                                                                      --------------     -------------
        Total non-current liabilities............................................          34,937             58,347
                                                                                      --------------     -------------
        Total liabilities........................................................         184,269            173,533
                                                                                      --------------     -------------
Stockholders' equity:
     Preferred stock - par value $0.01 per share:  authorized - 1,000,000 shares;
        no shares issued.........................................................              --                 --
     Common stock - par value $0.01 per share:  authorized - 125,000,000 shares;
        issued - 72,336,788 shares...............................................             723                723
     Additional paid-in capital..................................................         200,574            187,523
     Retained earnings...........................................................         524,316            434,621
     Accumulated other comprehensive income, net of income taxes ................              --                 16
                                                                                      --------------     -------------
                                                                                          725,613            622,883
     Treasury stock - 17,143,845 shares in 2003 and 16,948,371 shares in 2002,
        at cost..................................................................        (265,881)          (230,302)
                                                                                      --------------     -------------
        Total stockholders' equity...............................................         459,732            392,581
                                                                                      --------------     -------------
                                                                                       $  644,001         $  566,114
                                                                                      ==============     =============

</TABLE>

                                       9
<PAGE>


                 APPLEBEE'S INTERNATIONAL, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)
                                 (in thousands)
<TABLE>
<CAPTION>

                                                                                             Fiscal Year Ended
                                                                                     -----------------------------------
                                                                                      December 28,        December 29,
                                                                                          2003                2002
                                                                                     ---------------     ---------------
<S>                                                                                    <C>                 <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
     Net earnings...............................................................        $   93,558          $   83,027
     Adjustments to reconcile net earnings to net cash provided by operating
        activities:
        Depreciation and amortization...........................................            40,663              35,110
        Amortization of intangible assets.......................................               364                 381
        Amortization of deferred financing costs................................               195                 195
        Deferred income tax provision...........................................             1,995               3,296
        Gain on sale of investments.............................................               (24)               --
        Loss on disposition of restaurants and equipment........................               699               1,138
        Impairment of Chevys note receivable....................................             8,803                --
        Income tax benefit from exercise of stock options.......................             7,606               1,905
     Changes in assets and liabilities (exclusive of effects of acquisitions or
        dispositions):
        Receivables.............................................................            (5,962)             (3,158)
        Receivables related to captive insurance subsidiary.....................             1,353                --
        Inventories.............................................................            (9,139)             (1,067)
        Prepaid income taxes....................................................              (798)               --
        Prepaid and other current assets........................................             1,063              (4,358)
        Accounts payable........................................................            10,233               5,283
        Accrued expenses and other current liabilities..........................            15,074              10,795
        Loss reserve and unearned premiums related to captive insurance
        subsidiary..............................................................             9,204                --
        Accrued income taxes....................................................              --                  (979)
        Other...................................................................             1,002               1,065
                                                                                     ---------------     ---------------
        NET CASH PROVIDED BY OPERATING ACTIVITIES...............................           175,889             132,633
                                                                                     ---------------     ---------------
CASH FLOWS FROM INVESTING ACTIVITIES:
     Purchases of property and equipment........................................           (82,562)            (64,874)
     Acquisition of restaurants.................................................           (21,557)            (34,250)
     Proceeds from sale of restaurants and equipment............................             9,228                 279
     Purchases of short-term investments........................................              --                  (150)
     Maturities and sales of short-term investments.............................               480                 350
     Restricted assets related to captive insurance subsidiary..................           (10,763)               --
                                                                                     ---------------     ---------------
        NET CASH USED BY INVESTING ACTIVITIES...................................          (105,174)            (98,645)
                                                                                     ---------------     ---------------
CASH FLOWS FROM FINANCING ACTIVITIES:
     Purchases of treasury stock................................................           (49,757)            (26,113)
     Dividends paid.............................................................            (3,323)             (3,010)
     Issuance of common stock upon exercise of stock options....................            14,176               5,386
     Shares issued under employee benefit plans.................................             4,286               4,870
     Net payments on long-term debt.............................................           (33,399)            (22,000)
                                                                                     ---------------     ---------------
        NET CASH USED BY FINANCING ACTIVITIES...................................           (68,017)            (40,867)
                                                                                     ---------------     ---------------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS............................             2,698              (6,879)
CASH AND CASH EQUIVALENTS, beginning of period..................................            15,169              22,048
                                                                                     ---------------     ---------------
CASH AND CASH EQUIVALENTS, end of period........................................        $   17,867          $   15,169
                                                                                     ===============     ===============
</TABLE>



Fiscal  year  2003  financial  statements  have  not yet  been  filed  with  the
Securities and Exchange Commission.

                                      # # #


                                       10


<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:     February 11, 2004                  By: /s/  Steven K. Lumpkin
         ---------------------                 ------------------------
                                               Steven K. Lumpkin
                                               Executive Vice President and
                                               Chief Financial Officer



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