On August 22, 2012, Town Sports International Holdings, Inc. (the "Company") announced that it entered into a First Amendment to the Credit Agreement (the "Amendment"). The Amendment (i) reduced the applicable margin on the initial term loans from 4.50% to 3.50% for Base Rate Loans and from 5.50% to 4.50% for Eurodollar Loans and (ii) reduced the interest rate floor on the initial term loans from 2.50% to 2.25% for Base Rate Loans and from 1.50% to 1.25% for Eurodollars Loans. Additionally, the Amendment modified the 1% prepayment penalty applicable for voluntary prepayments and mandatory prepayments of initial term loans made prior to August 22, 2013 such that it is payable only in connection with a transaction that reduces the effective yield of initial term loans. The description of the Amendment set forth above is not complete and is qualified in its entirety by reference to the Amendment, a copy of which is attached as Exhibit 10.1, which is incorporated herein by reference.

(d) Exhibits

10.1    First Amendment, dated as of August 22, 2012, to the Credit Agreement,
        dated as of May 11, 2011, among Town Sports International, LLC, Town
        Sports International Holdings, Inc., the lenders party thereto, Deutsche
        Bank Trust Company Americas, as Administrative Agent, and Keybanc National
        Association, as Documentation Agent.