8-K

                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

Date of Report: October 23, 2001

                           BLIMPIE INTERNATIONAL, INC.
               (Exact name of issuer as specified in its charter)

         New Jersey                    0-21036                   13-2908793
(State or Other Jurisdiction of     (Commission File           (IRS Employer
Incorporation or Organization)          Number)              Identification No.)

                        740 Broadway, New York, NY 10003
              (Address and Zip Code of Principal Executive Offices)

                                 (212) 673-5900
                         (Registrant's Telephone Number)


      Item 5. Other Events

      On October 23, 2001, Blimpie International, Inc. ("Blimpie") issued a
press release announcing that it had

      A copy of the press release is attached hereto as Exhibit 99.1 and
incorporated herein by reference.

      Free copies of Blimpie's filings with the SEC may be obtained from Blimpie
by directing a request to Investor Relations, Blimpie International, Inc., 1775
The Exchange, Atlanta, Georgia 30309.

      Item 7. Financial Statements and Exhibits

The following financial statements, pro forma financial information and exhibits
have been filed as part of this Report:

      (a) Financial Statements -- none

      (b) Pro forma financial information -- none

      (c) Exhibits

Number   Description

99.1     Press Release dated October 23, 2001 of Blimpie International, Inc.

                                    Signature

In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                        Blimpie International, Inc.


Dated: October 23, 2001                 By: /s/ Anthony P. Conza
                                           -------------------------------------
                                           Anthony P. Conza, Chief (Principal)
                                                   Executive Officer

EX-99.1

Exhibit 99.1

BLIMPIE INTERNATIONAL, INC. FILES PRELIMINARY MERGER PROXY MATERIALS; ANNOUNCES
COMMENCEMENT OF LAWSUIT BY SHAREHOLDER

      NEW YORK, October 23, 2001 - Blimpie International, Inc. (Amex: BLM)
announced today that it has filed preliminary proxy materials with the SEC in
connection with a special meeting of shareholders to be held to consider and
vote upon its previously announced proposed acquisition of the company by a
private investor group.

      The Company also announced that a lawsuit naming it and six of its
directors as defendants has been commenced in the Chancery Division of the New
Jersey Superior Court located in Mercer County, NJ by a person claiming to be
one of the Company's shareholders. The plaintiff, who is seeking class action
status for the lawsuit, has alleged that Anthony P. Conza, the Chairman and
Chief Executive Officer of the Company, and the other named director-defendants,
have engaged in an unlawful scheme designed to sell the Company in a
going-private transaction for grossly inadequate consideration and without full
and complete disclosure of all material information.

      The action seeks permanent injunctive relief against consummation of the
transaction, rescission of the transaction and rescissionary damages. The
Company believes that the action is completely without merit and intends to
vigorously defend itself and its director-defendants.

      Blimpie International is a global franchiser of several branded
quick-service restaurant concepts. The Company's core brand, BLIMPIE(R) Subs &
Salads, has grown to approximately 2,000 franchised outlets across the United
States and 15 foreign countries.

      This press release is being filed pursuant to Rule 425 under the
Securities Act of 1933 and is deemed filed pursuant to Rule 14a-12 under the
Securities Exchange Act of 1934.

      The Company has filed a preliminary proxy statement and other relevant
documents concerning the proposed merger transaction with the SEC. The Company
also will file a definitive proxy statement and other relevant documents
concerning the proposed transaction with the SEC. Investors are urged to read
the preliminary proxy statement, the definitive proxy statement (when it becomes
available) and any other relevant documents filed with the SEC because they will
contain important information on the proposed transaction. You will be able to
obtain the documents filed with the SEC free of charge at the Web site
maintained by the SEC at www.sec.gov. In addition, you may obtain documents
filed with the SEC by Blimpie free of charge by requesting them in writing from
Blimpie, 1775 The Exchange, Atlanta, GA, 30309 Attention: Investor Relations, or
by telephone at (800) 447-6256 Ext. 165.

The Company, its employee directors and executive officers may be deemed to be
participants in the solicitation of proxies from the Company's shareholders. A
list of the names of those directors and executive officers and descriptions of
their interests in the Company is contained in


its annual report on SEC Form 10-K for the fiscal year ended June 30, 2001,
which is filed with the SEC. Shareholders may obtain additional information
about the interests of those directors and executive officers in this
transaction by reading the preliminary proxy statement and the definitive proxy
statement (when it becomes available).

      The matters set forth in this press release contain forward
looking-statements as defined under the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995. The forward-looking statements involve
known and unknown risks and uncertainties. Actual results may differ materially
from those expected in the forward-look statements made by the Company. Please
refer to Blimpie's filings with the Securities and Exchange Commission for
additional information.

      For further information, please contact:  Ms. Jan Belk, Director of Public
                                                Relations at the Company
                                                Tel. No. 800-447-6256, Ext. 165