On February 11, 2013, Orchard Supply Hardware Stores Corporation (the "Company"), Orchard Supply Hardware LLC, a subsidiary of the Company (the "Borrower"), certain subsidiaries of the Borrower that hereafter become party thereto, the lenders from time to time party thereto, Wells Fargo Bank, National Association, as ABL Administrative Agent and Collateral Agent for the lenders and Wells Fargo Bank, National Association as Supplemental Term Agent for the Supplemental Term Lenders amended its Third Amended and Restated Senior Secured Credit Agreement dated as of October 17, 2012 (the "Credit Agreement") to, among other things, extend certain financial accommodations to the Company to increase the size of the credit facility under the Credit Agreement by up to $17.5 million through the addition of a Supplemental Term Loan, increasing total borrowing capacity to $145.0 million.

The foregoing description of the amended Credit Agreement is qualified in its entirety by reference to the full text of the Credit Agreement, as amended, a copy of which is filed herewith as Exhibit 10.1 and incorporated herein by reference.

On February 14, 2013, in connection with the Amended and Restated Senior Secured Term Loan Agreement dated as of December 22, 2011 (as further amended, supplemented, restated or otherwise modified from time to time, the "Term Loan Agreement") by and among the Company, the Borrower, certain subsidiaries of the Borrower, the lenders parties thereto from time to time and JPMorgan Chase Bank, N.A. as Term Administrative Agent and Collateral Agent for the lenders and as Sole Bookrunning Manager and Sole Lead Arranger, the Company, Borrower and lenders constituting the "Required Term Lenders" (as defined in the Term Loan Agreement) entered into a Waiver dated February 14, 2013, whereby the Required Term Lenders waived, among other things, and subject to the Company's continued compliance with the terms and conditions of the Waiver, any and all defaults or events of default which would otherwise occur under the Term Loan Agreement as a result of any failure by the Borrower to comply with the maximum adjusted leverage ratio covenant contained in the Term Loan Agreement for the fiscal quarter ended February 2, 2013 and ending May 4, 2013, which means that the next applicable measurement date for the leverage covenant is August 3, 2013.

The Waiver, and undertakings made by the Company in connection therewith, require the Company's continued compliance with the terms and conditions set forth therein, including achievement of a mutually acceptable agreement with the Term Loan lenders by May 1, 2013 relating to refinancing or modifications to the Company's capital structure in a way that serves the best interests of all of the Company's stakeholders. While the Company anticipates continued compliance with the terms and conditions of the Waiver, including reaching a mutually acceptable agreement with the Term Loan lenders by May 1, 2013 with regard to refinancing or modifications to the Company's capital structure, failure to comply with the terms and conditions of the Waiver could cause the effectiveness of the Waiver to terminate. Upon such a termination, there would be a default under the Term Loan and, as a result, the lenders under the Term Loan could declare the outstanding indebtedness to be due and payable, in acceleration of the current maturity dates of December 21, 2013 and December 21, 2015. As a result of the cross-default provisions in our debt agreements, a default under the Term Loan could result in a default under, and the acceleration of, payments in the Credit Agreement. There is no assurance that the Company will be able to comply with all of the terms and conditions of the Waiver, including reaching the above-referenced agreement with the Term Loan lenders, and any such agreement is likely to be significantly dilutive to the Company's stockholders.

The foregoing description of the Waiver does not purport to be complete and is qualified in its entirety by reference to the complete text of the Waiver, a copy of which is attached hereto as Exhibit 10.2 and incorporated herein by reference.

On February 15, 2013, the Company issued a press release announcing matters described in Item 1.01 as well as announcing, on a preliminary unaudited basis, comparable store sales and net sales for the fourth quarter and full fiscal year 2012. A copy of the Company's press release is attached hereto as Exhibit 99.1.

The information set forth under Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 2.03.

(d) Exhibits

The following documents are attached as exhibits to this Current Report on Form 8-K:

Exhibit
Number       Description

10.1         Third Amended and Restated Senior Secured Credit Agreement, dated as
             of October 17, 2012, as amended effective February 11, 2013, among
             Orchard Supply Hardware LLC, as Borrower, Orchard Supply Hardware
             Stores Corporation, those certain Subsidiaries of the Borrower parties
             thereto, the Lenders from time to time party thereto, Wells Fargo
             Bank, National Association, as ABL Administrative Agent and Collateral
             Agent for the Lenders, and Wells Fargo Bank, National Association as
             Supplemental Term Agent for the Supplemental Term Lenders.

10.2         Waiver dated February 14, 2013, to the Amended and Restated Senior
             Secured Term Loan Agreement, dated as of December 22, 2011, by and
             among Orchard Supply Hardware LLC, Orchard Supply Hardware Stores
             Corporation, the other Guarantors party thereto, the Lenders party
             thereto from time to time, JPMorgan Chase Bank, N.A. as Term
             Administrative Agent, as Collateral Agent, and as Sole Bookrunning
             Manager and Sole Lead Arranger.

99.1         Press Release, dated February 15, 2013, issued by Orchard Supply
             Hardware Stores Corporation.