On November 27, 2012, Trans World Entertainment Corporation, Wells Fargo Bank, National Association (the "Administrative Agent") and certain other parties to the Amended and Restated Credit Agreement, dated April 15, 2010, entered into a Consent pursuant to which the Administrative Agent and certain required lenders agreed to consent to the use of a portion of the proceeds received from the sale of real property owned by Record Town, Inc. to pay a special cash dividend. A copy of the Consent is filed as Exhibit 10.1 to this current report on Form 8-K.

On November 27, 2012, Record Town, Inc., a New York corporation and wholly-owned subsidiary of Trans World Entertainment Corporation completed the sale to 501 Collins Owner, LLC of real property owned by Record Town, Inc. in Miami, Florida. Record Town, Inc. received approximately $30.0 million in cash at closing as consideration.

On November 27, 2012, our board of directors declared a special cash dividend of $0.47 per common share, payable Wednesday, December 26, 2012, to shareholders of record at the close of business on Monday, December 10, 2012. The ex-dividend date will be December 6, 2012. A copy of our news release is filed as Exhibit 99.1 to this current report on Form 8-K.

(d) Exhibits. The following exhibits are furnished herewith:

  Exhibit No.     Description


     10.1                Consent dated November 27, 2012, pursuant to Amended and Restated Credit
                         Agreement, dated as of April 15, 2010 by and between Trans World
                         Entertainment Corporation and Wells Fargo Bank, National Association.
     99.1                Trans World Entertainment Corporation Press Release dated November 28,
                         2012.