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 22, 2003
                                                --------------------------------

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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                     Applebee's CEO establishes 10b5-1 plan

     OVERLAND  PARK,  Kan.,  May  22,  2003  -  Applebee's  International,  Inc.
(NASDAQ:APPB)  today  announced  that Lloyd Hill,  chairman and chief  executive
officer, has established a plan to manage the exercise and sale of certain stock
options.

     The two-year plan was  effective  May 19, 2003,  and expires June 30, 2005,
unless  terminated  earlier by Hill. The plan is in accordance  with Rule 10b5-1
under the Securities  Exchange Act of 1934. Rule 10b5-1 allows  employees,  at a
time when they are not in possession of material nonpublic information, to adopt
written plans to sell shares on a regular  basis,  regardless of any  subsequent
nonpublic information they may receive, or the price of the stock at the time of
the sale.

     Under the plan, beginning in July 2003, Hill will exercise a certain number
of stock options once each month if the closing price of Applebee's common stock
is a  specified  amount  above the lowest  exercise  price of his  vested  stock
options.  Hill  currently  holds vested stock options to acquire  386,626 common
shares. At the May 19, 2003, closing stock price, all exercisable  options would
be included in the company's diluted earnings per share.

     At a meeting earlier this month,  the executive  compensation  committee of
the company's Board of Directors  raised the stock ownership  guidelines for the
company's CEO. The new guidelines increase the required level of stock ownership
from three to four times the CEO's base salary.  As  indicated in the  company's
2003  Proxy  Statement,  as of March 14,  2003,  Hill  owned  141,280  shares of
Applebee's  stock,  which,  at current market value,  is well in excess of these
guidelines.  The plan announced today does not impact Hill's  ownership of these
shares.

     Hill  said he is  adopting  the plan in order to  gradually  diversify  his
holdings and to minimize the market effect of such sales by spreading  them over
a more extended period than the traditional trading "window" allows.


     ABOUT APPLEBEE'S: 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 1,522 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).



                                   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 22, 2003                 By:
     --------------------            ----------------------------------
                                     Steven K. Lumpkin
                                     Executive Vice President and
                                     Chief Financial Officer





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