Mail Stop 3561

									February 16, 2006


Mr. Robert J. Higgins
Chairman and Chief Executive Officer
Trans World Entertainment Corporation
38 Corporate Circle
Albany, NY 12203

Re:	Trans World Entertainment Corporation
      Form 10-K for the Fiscal Year Ended January 29, 2005
      Filed April 14, 2005
      File No. 0-14818

Dear Mr. Higgins:

	We have reviewed your response letter filed on February 10,
2006
to our comment letter dated January 31, 2006 and have the
following
comment.  Please provide a written response to our comment.
Please
be as detailed as necessary in your explanation.  In our comment,
we
may ask you to provide us with information so we may better
understand your disclosure.  After reviewing this information, we
may
raise additional comments.

Form 10-K for the Fiscal Year Ended January 29, 2005

Consolidated Financial Statements

Note 1. Nature of Operations and Summary of Significant Accounting
Policies

Gift Certificates, page 39

1. We have reviewed your response to comment 1 in our letter dated
January 31, 2006 and have the following additional comments.

* In order to support your recognition of breakage at the end of a
two-year period, please provide us with a schedule that
illustrates
the historical timing of gift card redemptions.  Please provide
this
information for the historical periods you are using to support
your
breakage estimates.  The schedule should include the dollar amount
of
gift cards sold by year on a quarterly basis and how much, in
dollars
and percentage of total, of each quarterly sales amount was
redeemed
in each subsequent quarter in the cumulative 10 year period.  For
example, tell us the amount of quarterly gift card sales in fiscal
2002 and quantify the portion redeemed in each of the quarters in
fiscal 2002, 2003, and 2004.

* Please tell us in detail how you determined the percentages used
to
calculate the portion of gift card sales considered remote.

* In reviewing your response, we note that your more recent
customers
may be redeeming gift cards at an increasing rate considering the
redemption percentages for fiscal 2002-2004 exceed or approximate
the
cumulative 10-year redemption percentage.  Please tell us how, if
at
all, you considered the increased redemption rate in determining
the
amount of gift card redemptions considered remote.

* We note that approximately 80% of fiscal 2004 breakage was
recognized during the fourth quarter.  In calculating your
breakage
by applying the percentage amount considered remote to the change
in
total gift card sales from one period to the next, it appears that
your methodology for recording breakage is inconsistent with the
historical pattern in which the redemption unlikelihood of the
unredeemed portion of gift cards sold is determined.  In this
regard,
the disproportionately large amount of breakage recorded during
the
fourth quarter seems counterintuitive given that the holiday
season
is probably the quarterly period in which a customer would be most
likely to redeem a long outstanding gift card.

      Please respond to this comment within 10 business days or
tell
us when you will provide us with a response.  Please furnish a
letter
that keys your response to our comment and provides any requested
information.  Detailed letters greatly facilitate our review.
Please
understand that we may have additional comments after reviewing
your
response to our comment.

      If you have any questions regarding this comment, please
direct
them to Staff Accountant Andrew Blume at (202) 551-3254.  Any
other
questions regarding disclosure issues may be directed to me at
(202)
551-3716.


								Sincerely,



									William Choi
									Accounting Branch
Chief


Mr. Robert J. Higgins
Trans World Entertainment Corporation
February 16, 2006
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