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)       December 30, 2004
                                                      (December 23, 2004)
                                                --------------------------------



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


            Delaware                   000-17962               43-1461763
  ------------------------------      ------------       -----------------------
 (State or other jurisdiction of      (Commission           (I.R.S. Employer
 incorporation or organization)       File Number)         Identification No.)

                4551 W. 107th Street, Overland Park, Kansas 66207
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              (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)

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))




Item 1.01.  Entry into a Material Definitive Agreement.

     On December 23, 2004,  the Executive  Compensation  Committee of Applebee's
International, Inc. (the "Company") approved the criteria pursuant to which cash
bonuses  will be paid to the  Chief  Executive  Officer  and the next  four most
highly  compensated  executive officers of the Company for fiscal 2005 under the
Company's  2001 Senior  Executive  Bonus Plan and 1999  Management and Executive
Incentive Plan.  These criteria are also used to establish  bonuses for officers
and other  employees of the company.  The Committee has not approved  individual
bonus eligibility  amounts or percentages.  The officers are eligible to receive
bonuses  if  certain   qualitative  and  quantitative   individual  and  Company
performance  criteria are achieved  during fiscal 2005.  These criteria  include
earnings  per share and other  operating  targets,  which the  Company  does not
publish  because  doing so would  disclose  confidential  business  information.




                                   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:  December 30, 2004

                                    APPLEBEE'S INTERNATIONAL, INC.

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