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)                        March 14, 2005
                                 -----------------------------------------------

                         APPLEBEE'S INTERNATIONAL, INC.
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             (Exact Name of Registrant as Specified in Its Charter)


           DELAWARE                   000-17962                43-1461763
------------------------------     ----------------     ------------------------
 (State or other jurisdiction        (Commission            (IRS Employer
       of incorporation)             File Number)         Identification No.)


   4551 W. 107th Street, Overland Park, Kansas                    66207
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    (Address of principal executive offices)                    (Zip Code)



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


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

Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions:

[  ] Written communications pursuant to Rule 425 under the Securities Act 17 CFR
     230.425)

[  ] Soliciting material pursuant to Rule 14a-12 under the Exchange  Act (17 CFR
     240.14a-12)

[  ] Pre-commencement  communications  pursuant   to  Rule  14d-2(b)  under  the
     Exchange Act (17 CFR 240.14d-2(b))

[  ] Pre-commencement  communications  pursuant  to   Rule  13e-4(c)  under  the
     Exchange Act (17 CFR 240.13e-4(c))

<PAGE>

Item 8.01 Other Events.

     On March 14, 2005, Applebee's International,  Inc. (the "Company") issued a
press release entitled  "Applebee's  International  Inc.  Announces  Management
Change." The release contained the following information.



FOR IMMEDIATE RELEASE
Carol DiRaimo, Vice President of Investor Relations
(913) 967-4109
Laurie Ellison, Executive Director of Communications
(913) 967-2718
laurie.ellison@applebees.com


           Applebee's International, Inc. Announces Management Change

     OVERLAND  PARK,  Kan.,  March  14,  2005  -Applebee's  International,  Inc.
(Nasdaq:  APPB) today announced that H.G. "Carey"  Carrington,  Jr., senior vice
president of finance, has resigned to accept a promotional  opportunity as chief
financial officer for a privately held casual dining  restaurant  company in his
home state of Texas.

     When Carrington joined  Applebee's in January,  the position of senior vice
president of finance was newly created and reported to Executive  Vice President
and Chief  Financial  Officer  Steve  Lumpkin.  Applebee's  said  today that the
company  does not  anticipate  refilling  the  position.  Rather,  Lumpkin  will
continue to own responsibility  for all finance  functions,  as well as investor
relations, legal and international development.

     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
currently are nearly 1,700 Applebee's  restaurants  operating  system-wide in 49
states and 12  international  countries.  Additional  information  on Applebee's
International can be found at the company's Web site (www.applebees.com).




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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 hereunto duly authorized.

     Date: March 14, 2005

                                   APPLEBEE'S INTERNATIONAL, INC.


                               By:   /s/ Steven K. Lumpkin
                                   -------------------------------
                                   Steven K. Lumpkin
                                   Executive Vice President and
                                   Chief Financial Officer


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