UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) [ X ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 28, 2003 ------------------------------------------------------- OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to ----------------------- ----------------------- Commission File Number: 000-17962 ----------------- Applebee's International, Inc. ---------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 43-1461763 -------------------------------- ------------------------------------ (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) 4551 W. 107th Street, Overland Park, Kansas 66207 -------------------------------------------------------------------------------- (Address of principal executive offices and zip code) (913) 967-4000 ---------------------------------------------------- (Registrant's telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: None Securities registered pursuant to Section 12(g) of the Act: Common Stock, par value $.01 per share Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No ----- ----- Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. |_| Indicate by check mark whether the registrant is an accelerated filer (as defined by Rule 12b-2 of the Act). Yes X No ----- ----- The aggregate market value of the voting and non-voting common stock equity held by non-affiliates of the registrant as of the last day of the second fiscal quarter ended June 29, 2003 was $1,744,093,318 based on the closing sale price on June 27, 2003. The number of shares of the registrant's common stock outstanding as of March 8, 2004 was 54,567,964. DOCUMENTS INCORPORATED BY REFERENCE Proxy statement to be filed pursuant to Regulation 14A under the Securities Exchange Act of 1934 is incorporated into Part III hereof. 1 EXPLANATORY NOTE The sole purpose of this amendment is to correct the format of the Section 302 certifications (required by Rule 13a-14(a)) in the Registrant's Annual Report on Form 10-K for the fiscal year ended December 28, 2003, as filed with the SEC on March 12, 2004, to conform to the specifications issued by the SEC effective August 13, 2003. Accordingly, Exhibits 31.1 and 31.2 are hereby amended and restated in their entirety. The remainder of the information contained in the original filing is not amended hereby. 2 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. APPLEBEE'S INTERNATIONAL, INC. Date: April 9, 2004 By: /s/ Lloyd L. Hill --------------------- ------------------------------------- Lloyd L. Hill Chairman and Chief Executive Officer Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. By: /s/ Lloyd L. Hill Date: April 9, 2004 ---------------------------------- ----------------------------------- Lloyd L. Hill Director, Chairman of the Board and Chief Executive Officer (principal executive officer) By: /s/ Steven K. Lumpkin Date: April 9, 2004 ---------------------------------- ----------------------------------- Steven K. Lumpkin Director, Executive Vice President and Chief Financial Officer (principal financial officer) By: /s/ Beverly O. Elving Date: April 9, 2004 ---------------------------------- ----------------------------------- Beverly O. Elving Vice President, Accounting (principal accounting officer) 3 By: /s/ Erline Belton* Date: April 9, 2004 ---------------------------------- ----------------------------------- Erline Belton Director By: /s/ Douglas R. Conant* Date: April 9, 2004 ---------------------------------- ----------------------------------- Douglas R. Conant Director By: /s/ D. Patrick Curran* Date: April 9, 2004 ---------------------------------- ----------------------------------- D. Patrick Curran Director By: /s/ Eric L. Hansen* Date: April 9, 2004 ---------------------------------- ----------------------------------- Eric L. Hansen Director By: /s/ Mark S. Hansen* Date: April 9, 2004 ---------------------------------- ----------------------------------- Mark S. Hansen Director By: /s/ Jack P. Helms* Date: April 9, 2004 ---------------------------------- ----------------------------------- Jack P. Helms Director By: /s/ Burton M. Sack* Date: April 9, 2004 ---------------------------------- ----------------------------------- Burton M. Sack Director * By: /s/ Rebecca R. Tilden Attorney-in-Fact ----------------------- 4 APPLEBEE'S INTERNATIONAL, INC. EXHIBIT INDEX Exhibit Number Description of Exhibit --------------- ---------------------------------------------------------------- 31.1 Certification of Chairman and Chief Executive Officer Pursuant to SEC Rule 13a-14(a). 31.2 Certification of Chief Financial Officer Pursuant to SEC Rule 13a-14(a). 5