Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

On September 20, 2012, Brad Krassner ("Krassner") resigned as a director of Wilhelmina International, Inc. (the "Company").

Krassner had been his own board designee under the terms of the Mutual Support Agreement (the "Mutual Support Agreement") dated August 25, 2008 and amended October 18, 2010 between Newcastle Partners, L.P., Dieter Esch, Lorex Investments AG, Krassner and Krassner Family Investments Limited Partnership ("Krassner L.P."). Because recent dispositions of shares by Krassner L.P. and Krassner resulted in Krassner and his affiliates beneficially owning less than five percent (5%) of the outstanding shares of the Company, Krassner no longer has rights and obligations under the terms of the Mutual Support Agreement. The Mutual Support Agreement did not contain an obligation for Mr. Krassner resign from the Company's board of directors.