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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549

Schedule 13G

Under the Securities Exchange Act of 1934


Amendment No.: 12

Name of Issuer:  IHOP Corp.

Title of Class of Securities:  Common Stock

CUSIP Number:  449623107


Check the following line if a fee is being paid with this  statement.  (A fee is
not required  only if the filing  person:  (1) has a previous  statement on file
reporting  beneficial  ownership  of more  than  five  percent  of the  class of
securities  described  in Item 1;  and (2) has  filed  no  amendment  subsequent
thereto reporting  beneficial  ownership of five percent or less of such class.)
(See Rule 13d-7.)

*The  remainder of this cover page shall be filled out for a reporting  person's
initial filing on this form with respect to the subject class of securities, and
for any  subsequent  amendment  containing  information  which  would  alter the
disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the  Securities  Exchange  Act of
1934 ("Act") or otherwise  subject to the liabilities of that section of the Act
but  shall be  subject  to all other  provisions  of the Act  (however,  see the
Notes).

CUSIP No.:  449623107

1.   NAME OF REPORTING PERSON
     S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

     Strong Capital Management, Inc.
     39-1213042

2.   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
     (a)
     (b)

3.   SEC USE ONLY

4.   CITIZENSHIP OR PLACE OF ORGANIZATION
     Wisconsin

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING
PERSON WITH:

     5.   SOLE VOTING POWER
                527,300

     6.   SHARED VOTING POWER
               0

     7.   SOLE DISPOSITIVE POWER
         951,050

     8.   SHARED DISPOSITIVE POWER
               0

9.   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
                951,050

10.  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES  CERTAIN SHARES
               N/A

11.  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
               4.8%

12.  TYPE OF REPORTING PERSON
               IA

CUSIP No.:  449623107

1.   NAME OF REPORTING PERSON

     Richard S. Strong

2.   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
     (a)
     (b)

3.   SEC USE ONLY

4.   CITIZENSHIP OR PLACE OF ORGANIZATION
     U.S.A.

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING
PERSON WITH:

     5.   SOLE VOTING POWER
               527,300

     6.   SHARED VOTING POWER
               0

     7.   SOLE DISPOSITIVE POWER
               951,050

     8.   SHARED DISPOSITIVE POWER
               0

9.   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
                951,050

10.  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES  CERTAIN SHARES
               N/A

11.  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
              4.8%

12.  TYPE OF REPORTING PERSON*
               IN

Item 1 (a).    Name of Issuer: IHOP Corp.

Item 1 (b).    Address of Issuer's Principal Executive
Offices:

               525 North Brand Boulevard, Glendale, California 91203-1903

Item 2 (a).    Name of Persons Filing:

          (1)  Strong Capital Management, Inc.

          (2)  Richard S. Strong

               Attached  as  Exhibit  1 is a copy of an  agreement  between  the
               persons  filing (as  specified  above) that this  Schedule 13G is
               being filed on behalf of each of them.

         X     The agreement between the persons filing has already been filed.

Item      2 (b).  Address of  Principal  Business  Office of each of the persons
          specified in 2(a) above:

          100 Heritage Reserve, Menomonee Falls,
          Wisconsin  53051

Item 2 (c).    Citizenship or Place of Organization:

          Strong Capital Management, Inc.
          -Wisconsin corporation

          Richard S. Strong--U.S.A.

Item 2 (d).    Title of Class of Securities:

           Common Stock

Item 2 (e).    CUSIP Number:  449623107


Item 3. The persons filing this Schedule 13G are:

          Strong Capital Management, Inc.
          -Investment Advisor registered under Section
          203 of the Investment Advisers Act of 1940.

          Richard  S.   Strong---Chairman   of  the  Board  and  the   principal
          shareholder of Strong  Capital.  (Mr. Strong is joining in this filing
          on Schedule 13G  pursuant to  positions  taken by the Staff of the SEC
          authorizing  certain  individuals  in similar  situations to join in a
          filing with a controlled entity eligible to file on Schedule 13G.)

Item 4.   Ownership:

          Reference is made to Items 5-11 on the cover  sheets of this  Schedule
          13G.

          Strong  Capital  Management,  Inc.,  has  been  granted  discretionary
          dispositive  power over its clients'  securities and in some instances
          has  voting  power  over such  securities.  Any and all  discretionary
          authority which has been delegated to Strong Capital may be revoked in
          whole or in part at any time.

          Mr. Strong is joining in this Schedule 13G
          and reporting beneficial ownership of the
          same securities beneficially owned by Strong
          Capital Management, Inc., as a result of his
          position with and stock ownership in Strong
          Capital Management, Inc.  See Item 8.

Item 5.   Ownership of Five Percent or Less of a Class

               Not Applicable.

         X     This  statement is being filed to report the fact that, as of the
               date of this report,  the reporting persons have ceased to be the
               beneficial  owners  of more  than  five  percent  of the class of
               securities.

Item 6.   Ownership of More than Five Percent On Behalf
          of Another Person

          (1)Neither Strong Capital  Management,  Inc., nor Mr. Strong serves as
             custodian of the assets of any of Strong Capital Management, Inc.'s
             clients;  accordingly, in each instance only the client or client's
             custodian or trustee bank has the right to receive  dividends  paid
             with respect to, and proceeds from the sale of, such securities.

             The  ultimate  power to direct the receipt of  dividends  paid with
             respect to, and the proceeds from the sale of, such securities,  is
             vested in the individual and institutional clients for which Strong
             Capital Management, Inc., serves as investment advisor. Any and all
             discretionary  authority which has been delegated to Strong Capital
             Management, Inc., may be revoked in whole or in part at any time.

             Not more  than 5% of the class of such  securities  is owned by any
             one of such  clients  subject  to the  investment  advice of Strong
             Capital Management, Inc. or its affiliates.

          (2)With respect to  securities  owned by any one of the Strong  Funds,
             only Firstar Bank,  N.A., as custodian for each of such Funds,  has
             the right to receive  dividends  paid with respect to, and proceeds
             from the sale of, such securities. No other person is known to have
             such  right,  except  that  the  shareholders  of  each  such  Fund
             participate  proportionately  in any dividends and distributions so
             paid.

Item 7.   Identification and Classification of the
          Subsidiary Which Acquired the Security Being
          Reported on by the Parent Holding Company

          Not Applicable.


Item 8.   Identification and Classification of Members
          of the Group

          Strong Capital Management, Inc.,
          a Wisconsin corporation, is an investment
          advisor registered under Section 203 of the
          Investment Advisers Act of 1940.  Mr. Strong
          is Chairman of the Board of Strong Capital
          Management, Inc., and beneficially owns
          substantially all of Strong Capital
          Management, Inc.'s outstanding voting
          securities.  Mr. Strong is joining in this
          Schedule 13G because, as a result of his
          position with and ownership of securities of
          Strong Capital Management, Inc., Mr. Strong
          could be deemed to have voting and/or
          investment power with respect to the shares
          beneficially owned by Strong Capital
          Management, Inc. Neither the filing of this
          joint Schedule 13G nor any information
          contained herein shall be construed as an
          admission by Mr. Strong of his control or
          power to influence the control of Strong
          Capital Management, Inc.

Item 9.   Notice of Dissolution of Group

          Not Applicable.

Item 10.  Certification

          By signing below, the undersigned (i) hereby certify that, to the best
          of their  knowledge and belief,  the securities  reported  herein were
          acquired in the ordinary  course of business and were not acquired for
          the purpose of and do not have the effect of  changing or  influencing
          the control of the issuer of such  securities and were not acquired in
          connection  with or as a participant  in any  transaction  having such
          purpose or effect and (ii)  hereby  declare and affirm that the filing
          of this  Schedule  13G shall not be  construed  as an  admission  that
          either  of the  reporting  persons  is  the  beneficial  owner  of the
          securities  reported  herein,  which  beneficial  ownership  is hereby
          expressly denied (except for such shares,  if any,  reported herein as
          beneficially  owned by Strong  Capital  Management,  Inc., for its own
          account  or by Mr.  Strong  for his  individual  account  and not as a
          result of his  position  with and  ownership of  securities  of Strong
          Capital Management, Inc.).

SIGNATURE

     After reasonable  inquiry and to the best of our knowledge and belief,  the
undersigned  certify that the  information  set forth in this statement is true,
complete and correct.

Dated: 09/08/00


                              /s/ Elizabeth N. Cohernour
                              --------------------------------
                              Elizabeth N. Cohernour
                              Vice President
                              STRONG CAPITAL MANAGEMENT, INC.



                              /s/ Richard S. Strong
                              ---------------------------
                              Richard S.  Strong  Chairman  of the Board  STRONG
                              CAPITAL MANAGEMENT, INC.