Applebee's Non-Business Use of
                               Corporate Aircraft
                                     Policy

                             Effective March 1, 2007

Utilizing  corporate  aircraft can be an efficient and effective  business tool.
Applebee's may, from time to time,  employ  corporate  aircraft for the business
use of our  associates.  Business  use is defined  as that  travel  which  would
otherwise be fully  reimbursable by the company to the associate if taken aboard
commercial aircraft in accordance with our business travel policy.

Applebee's is a  family-oriented  company and many of our associate,  franchise,
and  community  events  reflect  this.  Where  attendance of spouse or immediate
family  members  at an event  is:  1)  requested  by the  company  and 2) travel
expenses to this event would be otherwise  reimbursable by the company under our
business  travel  policy,  then use of the corporate  aircraft is an appropriate
business use.

Non-business travel aboard corporate aircraft is not permitted,  except in cases
of medical  emergency  or other  extreme  hardships  where the  availability  of
flights,  security  procedures,   medical  limitations,   or  other  aspects  of
commercial air travel would be prohibitive. In those limited situations:

o    For the CEO, any non-business use of corporate aircraft as outlined in this
     policy must be approved in advance by the Executive Compensation Committee,
     and no gross up of taxes on imputed  income derived from the travel will be
     permitted.

o    For all other associates,  non-business  travel and  interpretation of this
     policy is at the judgment of the CEO with regard to both approval of travel
     and potential  gross up of taxes. In making these  decisions,  the CEO will
     consider such factors as the associate's  reasonable  access to alternative
     modes of travel,  the  seriousness of the  situation,  and the financial or
     other resources available to the associate.

This policy  supersedes  all  previous  corporate  aircraft  use  policies.  Our
non-executive  chairman  and board  members are not eligible for personal use of
corporate aircraft.