ITEM 7.01 REGULATION FD DISCLOSURE

On November 27, 2012, Stein Mart, Inc.'s Board of Directors declared a special cash dividend of $1.00 per common share that is payable on December 24, 2012 to shareholders of record as of December 10, 2012. On November 29, 2012 a press release was issued announcing the special cash dividend. Portions of the press release that is attached as Exhibit 99.1 to this report that refer to the special cash dividend are incorporated into this Form 8-K under this Item 7.01 and Exhibit 99.1 shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference into any disclosure document relating to the Company except to the extent, if any, expressly set forth by specific reference in such filing.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits

99.1 Press Release dated November 29, 2012.

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