OPINION OF GREENEBAUM & DOLL

[LETTERHEAD GREENEBAUM DOLL & McDONALD PLLC]


May 1, 1996



PAPA JOHN'S INTERNATIONAL, INC.
11492 Bluegrass Parkway, Suite 175
Louisville, Kentucky 40299

Ladies and Gentlemen:

We have acted as legal counsel in connection with the preparation of a
Registration Statement on Form S-3 under the Securities Act of 1933, as amended
("Registration Statement"), covering an aggregate of 161,000 shares of common
stock, par value $.01 per share (the "Common Stock"), of Papa John's
International, Inc., a Delaware corporation (the "Company"), of which 21,000
shares are subject to an over-allotment option granted to the Underwriters by
the Company.

We have examined and are familiar with the Amended and Restated Certificate
of Incorporation and Restated By-Laws of the Company, and the various corporate
records and proceedings relating to the organization of the Company and the
proposed issuance of the Common Stock. We have also examined such other
documents and proceedings as we have considered necessary for the purpose of
this opinion.

Based on the foregoing, it is our opinion that the Common Stock has been
duly authorized and, when issued and paid for in accordance with the terms of
the Registration Statement, will be validly issued, fully paid and non-
assessable.

We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement, and with such state securities administrators as may
require such opinion of counsel for the registration of the Common Stock, and to
the reference to this firm under the heading "Legal Matters" in the Prospectus.
In giving this consent, we do not thereby admit that we are within the category
of persons whose consent is required under Section 7 of the Securities Act of
1933, as amended, or the rules and regulations of the Securities and Exchange
Commission thereunder.

Very truly yours,



GREENEBAUM DOLL & McDONALD PLLC


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