8-K

                    SECURITIES AND EXCHANGE COMMISSION

                         Washington, D.C.  20549

                                 FORM 8-K

                              CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(d)
                  OF THE SECURITIES EXCHANGE ACT OF 1934


                            December 31, 2001
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                    (Date of earliest event reported)



                         Trans World Corporation
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           (Exact name of registrant as specified in its charter)



         Nevada                      0-25244                   13-3738518
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(State or other jurisdiction  (Commission File Number)      (IRS Employer
   of incorporation)                                    Identification No.)



545  Fifth Avenue, Suite 940,  New York, New York                  10017
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(Address of principal executive offices)                        (Zip Code)



                              (212) 563-3355
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           (Registrant's telephone number, including area code)



                              Not Applicable
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(Former name, former address and former fiscal year, if changed since last
 report)

                               Page 1 of 3
                     Exhibit Index appears on Page 2


ITEM 2.   Acquisition or Disposition of Assets
          ------------------------------------

On December 31, 2001, the Registrant concluded  the sale of Casino de Zaragoza
(CDZ), a subsidiary of the Registrant located in Spain, for $10,000,000. The
gross sales price was determined by arms length negotiation and what the
Registrant believes to be fair market value based on a third party appraisal.
CDZ was purchased by Comar Inversiones Y Direccion de Empresas, S.L. (CIDE),
a company located in La Coruna, Spain, which operates primarily casinos and
some hotels in Spain and in various locations throughout the world.  The
purpose of the sale was to dispose of CDZ, which had been operating at a loss
since its purchase by the Registrant in March 1998.  Hampered by CDZ's
mountain location, the local government's protraction of the approval process
to permit CDZ to relocate to the center of Zaragoza, laws preventing direct
advertising of the facility and the inability of the Registrant to afford the
refurbishment of the facility or the cost of relocating the casino, the Board
of Directors directed management to abandon its efforts to relocate the casino
and to engage in serious negotiations for CDZ's sale.  The simultaneous
execution of the sales agreement (see Exhibit 99.2 for the English translation
of the agreement) and the closing of the transaction on December 31, 2001
completed those efforts.  For additional information, reference is made to
the Press Release, dated January 4, 2001, and the Agreement of Sale, which
are attached hereto as Exhibits 99.1 and 99.2, respectively, and are
incorporated herein by reference.


ITEM 7.   Exhibits
          --------


          Exhibit Number                Description
          --------------                -----------



          99.1                Press release dated January 7, 2002.

          99.2                Agreement of Sale of Casino de Zaragoza
                              (Translation from Spanish)

















                                     2

                                SIGNATURES


     Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                        TRANS WORLD CORPORATION



Date: January 9, 2002                   By: /s/ Rami S. Ramadan
                                           --------------------
                                           Rami S. Ramadan
                                           President, Chief Executive Officer
                                           and Chief Financial Officer





















                                     3

EX-99.1

                                                                  Exhibit 99.1




Company Contact:                        Financial Communications Contact
Trans World Corporation                 Lippert/Heilshorn & Associates, Inc.
Rami S. Ramadan, CEO                    Klea Theoharis
Tel:  212-983-3355                      212-838-3777
rramadan@ibetworld.com                  ktheoharis@lhai.com


   TRANS WORLD CORPORATION ANNOUNCES THE DIVESTURE OF ITS
                       CASINO IN SPAIN

New York, NY, Jan. 7, 2002--Trans World Corporation
(formerly Trans World Gaming Corp., herein referred to as
the "Company" or "TWC"),  (OTC Bulletin Board: TWCP) today
announced the divesture of its subsidiary, Casino de
Zaragoza ("CDZ").  CDZ, which has been operating at a loss
for the last three years, was sold for $10,000,000 on
December 31, 2001 to a local casino company.

Commenting on the sale of CDZ, Rami Ramadan, the president
and chief executive officer of TWC, said, "This sale will
have a positive impact on TWC's balance sheet as long and
short term debt will be reduced by 23% and net income for
year 2001 will be positive for the first time since 1997."
According to Mr. Ramadan, a substantial portion of the sale
proceeds was allocated to eliminate the accrued tax and
other liabilities of CDZ on TWC's books.

"With the remaining three business units showing positive
improvements in their operations, TWC will be in a better
position to focus on the primary goal of the Company-which
is future expansion through the addition of profitable
business units, including the possible diversification into
the hotel industry", added Mr. Ramadan.

Trans World Corporation owns and operates three casinos in
Europe and specializes in small to medium sized casinos and
gaming parlors in local venues worldwide.  The Company's
headquarters is located in New York.

"Safe Harbor" Statement under the Private Securities
Litigation Reform Act of 1995:  The statements contained in
this release which are not historical facts contain forward
looking information with respect to plans, projections or
future performance of the Company, the occurrence of which
involve certain risks and uncertainties detailed in the
Company's filings with the Securities and Exchange
Commission.

EX-99.2

                                                                  Exhibit 99.2




THE FOLLOWING TEXT IS A RESTATEMENT IN ENGLISH LANGUAGE OF THE TERMS AND
CONDITIONS OF THE SPANISH AGREEMENT OF SALE OF CASINO DE ZARGOZA.



                                   RECITAL

WHEREAS, Trans World Corporation ("TWC") and Mr. Vachik
Mekom-Eichibegian (jointly the "Sellers") own respectively,
2.384 and 19 shares of CDZ's capital stock representing
99.13% and 0.79% of CDZ's ownership.

WHEREAS, Comar Inversiones Y Direccion de Empresas, S.L.
(CIDE) (the "Buyer") is interested in purchasing the total
of 2,403 shares of CDZ.

NOW THEREFORE, the Sellers and the Buyer have agreed to
execute this agreement, subject to the following terms and
conditions:

     1.   TWC and Vachik Melcom-Eichibegian will sell to CIDE, or
          to its designated affiliate, the 2,403 shares of CDZ
          representing 99.92% of the capital of CDZ.

     2.   Agreed selling price for such shares is 11,119,000
          euros.

     3.   The above selling price will be adjusted, in order to
          maintain the Final Sales Proceed, by means of addition and
          deduction of corresponding net book value of the items
          referenced in the Proforma Closing Statement shown in clause
          IX here-above, as of closing of business dated October 31,
          2001 (Closing Date).  Said closing statement will be
          prepared by CDZ following generally accepted accounting
          principles in Spain and may be reviewed and audited by CIDE,
          at its own cost, by an independent auditor.

     4.   The payment of the Final Sales Proceed as of the
          Closing Date, referred in the previous clause, will be made
          all at once, on November 6, 2001, at the time of the
          signature of the sale/purchase deed, via bank transfer.

     5.   Sellers and Buyer shall assume their respective
          expenses originating from the said transaction.

     6.   Sellers and Buyer both explicitly agree that CIDE shall
          assume full liability and responsibility for payment of the
          total debt that TWC and/or its subsidiary Trans World Gaming
          International U.S. Corp have or could have towards CDZ.  The
          settlement of said debt could be made by either increasing
          the Final Sales Proceed by the value of such debts with
          immediate payment of the same funds to CDZ, or, by means of
          substitution of CIDE in place of the TWC and/or Trans World
          Gaming


          International U.S. Corp, with respect to such debts
          immediately after signature of the deed pertaining to the
          sale of shares.

     7.   In exchange for the above, TWC shall issue a credit
          note to CDZ corresponding to the total value of the unpaid
          invoices for services rendered by TWC to CDZ.

     8.   Prior to signature of the Sale/Purchase deed, CIDE will
          be allowed to investigate and to verify the activity and the
          assets of CDZ without interfering in the operation of the
          company, and collaborate in the management of CDZ through a
          co-manager, at its own expense.  CIDE promises to keep
          strict confidentiality regarding the information obtained
          during such transaction period.  Likewise, and for that same
          period, CDZ will maintain the activity and the ordinary
          operations of the company and will abstain from performing
          any operation that could damage the value of its assets or
          to increase its liability without the knowledge of CIDE,
          making sure to carry out any actions in order to maintain
          the validity of casino's gaming license and obtaining the
          authorization of transfer of the casino facilities to the
          city of Zaragoza.

     9.   Both Sellers and Buyer agree to use the Proforma
          Closing Statement as defined in clause IX of this agreement
          in order to establish the consolidated balance sheet of CDZ
          and its subsidiary companies such as CATERING Y GESTION,
          S.L. and LOS ALBARES, S.A., to achieve the Final Sales
          Proceed.

     10.  TWC, to the best of its knowledge, has informed CIDE of
          all problems and/or pending issues with regards to CDZ that
          could have future consequences for the company.  Recognizing
          the facts written here-before, both Sellers and Buyer agree
          that the terms of the sale price are such that the Sellers
          and or its affiliates shall remain free and exempt of any
          responsibility or liability with respect to future claims
          concerning CDZ.

     11.  This agreement is subject to: 1) Granting of
          authorization of Diputacion General of Aragon for the
          transfer of the shares of CDZ to CIDE or its designated
          affiliate, and, 2) Obtaining by CIDE, sufficient and fully
          satisfactory answers, to its sole and exclusive judgment,
          from Diputacion General of Aragon, regarding the
          possibility, legality, and time limit of the transfer of CDZ
          to the city of Zaragoza, and of the remaining conditions
          that CIDE estimate necessary and convenient in relation to
          such transfer.

     12.  TWC hereby agrees to abstain from maintaining any
          relations with third parties with respect to the sale of the
          shares of CDZ prior to November 6, 2001.


     13.  Due to the fact that CDZ is in the process of reduction
          of capital to zero and increasing the same capital to
          1,250,000 euros, both Sellers and Buyer recognize that the
          sale of the shares includes shareholders inherent
          preferential rights of subscription to the new shares to be
          issued in the above mentioned recapitalization, already
          exercised by the Sellers, consequently obliging CIDE to meet
          and fulfill the obligations assumed by the Sellers in such
          increase of capital.





/s/ Don Vachik Melcom-Eichibegian            /s/ Don Carlos Andres Carcia
- ---------------------------------            ----------------------------
Don Vachik Melcom-Eichibegian                Don Carlos Andres Carcia