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) March 1, 2005
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APPLEBEE'S INTERNATIONAL, INC.
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(Exact Name of Registrant as Specified in Its Charter)
DELAWARE 000-17962 43-1461763
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(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
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(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 5.03. Amendments to Articles of Incorporation or Bylaws; Change in
Fiscal Year.
(a) On March 1, 2005, the Board of Directors of the Company
approved an amendment to Article III, Section 1 of the Bylaws of the
Company, effective immediately, increasing the possible size of the
Board of Directors. Previously, the Bylaws provided that the number of
members of the Board of Directors would be not less than 9 nor more
than 11, with the exact number set by resolution of the Board of
Directors. After the amendment, the Bylaws provide that this number is
no less than 9 nor more than 13, with the exact number set by
resolution of the Board of Directors. The complete text of the
amendment is included as Exhibit 3.1 hereto and is incorporated herein
by reference.
Item 9.01. Financial Statements and Exhibits
(c) Exhibits. The following exhibit is filed herewith:
3.1 Amendment to Bylaws of the Company dated March 1, 2005.
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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: March 4, 2005
APPLEBEE'S INTERNATIONAL, INC.
By: /s/ Steven K. Lumpkin
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Steven K. Lumpkin
Executive Vice President and
Chief Financial Officer
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EXHIBIT INDEX
Exhibit
Number Description
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3.1 Amendment to Bylaws of the Company dated March 1, 2005
4