X0306 4 2017-08-22 0 0000795212 TRANS WORLD ENTERTAINMENT CORP TWMC 0000949119 MILLER LLOYD I III 3300 SOUTH DIXIE HIGHWAY SUITE 1-365 WEST PALM BEACH FL 33405 0 0 1 0 Common Stock 2017-08-22 4 P 0 964 1.50 A 8462 I By Milfam I L.P. Common Stock 8400 I By LIMFAM LLC Common Stock 27197 I By Trust A-1 - Lloyd I. Miller Common Stock 2054867 I By Trust A-4 - Lloyd I. Miller Common Stock 45491 I By Milfam III L.P. Common Stock 36031 I By Susan F. Miller Common Stock 0 I See Footnote no. 3 Common Stock 1189802 D Common Stock 2472384 I By Milfam II L.P. Common Stock 112791 I By Trust A-3 - Lloyd I. Miller Common Stock 35002 I By AMIL of Ohio, LLC Common Stock 6000 I By Lloyd I. Miller, III, Trustee GST Catherine C. Miller Common Stock 6000 I By Lloyd I. Miller, III, Trustee GST Kimberly S. Miller Common Stock 6000 I By Lloyd I. Miller, III, Trustee GST Lloyd I. Miller Common Stock 4000 I By Trust A-2 - Lloyd I. Miller Common Stock 448972 I By Trust C - Lloyd I. Miller Common Stock 0 I By Milgrat (T10) The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. This filing shall not be deemed an admission that the reporting person is, for purposes of Section 16 of the Securities Exchang Act of 1934 (the "Act") or otherwise, the beneficial owner of any equity securities covered by this filing. On December 30, 2016, 24,000 securities held by Lloyd I. Miller, co-trustee with Kimberly S. Miller f/b/o Lloyd I. Miller IV and Alexandra B. Miller were transferred to Lloyd I. Miller, III. Such transaction only effected a change in the form of beneficial ownership without changing the reporting person's pecuniary interest in such securities and was exempt from Section 16 of the Act pursuant to Rule 16a-13. By Lloyd I. Miller, III, co-trustee with Kimberly S. Miller f/b/o Lloyd I. Miller IV and Alexandra B. Miller On July 11, 2017, pursuant to a final distribution made in connection with a grantor retained annuity trust, Milgrat (T10) transferred 172,187 shares to Trust C. Such transaction only effected a change in the form of beneficial ownership without changing the reporting person's pecuniary interest in such securities and was exempt from Section 16 of the Act pursuant to Rule 16a-13. /s/ Paul N. Silverstein Attorney-in-fact 2017-08-23