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)                                October 29, 2007
                                 -----------------------------------------------

                         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))


Item 8.01  Other Events.

In March 2007,  the Audit  Committee  of the Board of  Directors  of  Applebee's
International,  Inc. (the "Company")  approved  management's  recommendation  to
close 24 underperforming restaurants located in 11 states. The Company's ongoing
analysis  and  review  of  its  restaurant   portfolio   determined  that  these
restaurants did not have the potential to deliver  acceptable  long-term returns
on invested  capital.  The Company  closed 19  restaurants  in the first  fiscal
quarter  of 2007 and four  restaurants  in the  second  fiscal  quarter of 2007,
leaving one of the 24  underperforming  restaurants still open. The Company will
present  the results of  operations,  impairment  charges and lease  obligations
related  to 19 of the  closed  restaurants  as  discontinued  operations  in our
consolidated  financial  statements.  The Company has  previously  presented the
results of operations,  impairment  charges and lease obligations for the fiscal
quarters ended April 1, 2007 and July 1, 2007 as discontinued  operations in the
Company's filings on Form 10-Q.

The Company  believes that four of the closed  restaurants will have significant
sales transfer to other existing restaurant  locations and, therefore,  will not
be presented as discontinued operations in our consolidated financial statements
as required by Statement of Financial  Accounting Standards No. 144, "Accounting
for the Impairment or Disposal of Long-Lived Assets." The results of operations,
impairment charges and lease obligations  related to these four restaurants will
be presented within operating earnings in the statements of earnings.

The Company has revised the  presentation  in its annual Report on Form 10-K for
the fiscal year ended December 31, 2006 to present the 19 closed  restaurants as
discontinued  operations.  The  information  contained  in this Form 8-K, as set
fourth in the exhibits  referenced below,  updates and supersedes  corresponding
information  set forth in the original  filing of the Annual Report on Form 10-K
for the fiscal  year ended  December  31,  2006.  This Form 8-K filing  does not
modify or update any other  disclosures  as presented in the original  filing of
the Company's  Annual Report on Form 10-K for the fiscal year ended December 31,
2006.

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Item 9.01  Financial Statements and Exhibits.

     (d)   Exhibits.  The following exhibits are filed herewith:

     23    Consent of Independent Registered Public Accounting Firm.

     99.1  Part  I  - Item  1  Business -  to  adjust  certain  information  for
           discontinued operations presentation.

     99.2  Part  II - Item  6  Selected  Financial  Data  -  to  update  certain
           information  for  discontinued  operations presentation.

     99.3  Part  II - Item  7  Management's  Discussion and Analysis - to adjust
           certain  information  for  discontinued operations presentation.

     99.4  Part  II  -  Item  8  Financial   Statements and  Supplemental Data -
           adjust  certain information for discontinued operations presentation.




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                                   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: October 29, 2007

                                  APPLEBEE'S INTERNATIONAL, INC.


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





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