<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exhchange Act of 1934
(Amendment No. 13)*
TRANS WORLD ENTERTAINMENT CORPORATION
(Name of Issuer)
COMMON STOCK, PAR VALUE $.01 PER SHARE
(Title of Class of Securities)
89336 Q 10 0
(CUSIP Number)
Check the following Box if a Fee is being paid with this statement [ ]. (A
fee is not required only if the filing person: (1) has a previous statement
on file reporting beneficial ownership of more than five percent of the class
of securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities,
and for any subsequent amendment containing information which would alter
the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
<PAGE>
(1) NAMES OF REPORTING PERSONS: ROBERT J. HIGGINS
S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS: ###-##-####
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (A) [ ]
(B) [X]
(3) SEC USE ONLY
(4) CITIZENSHIP OR PLACE OF ORGANIZATION: UNITED STATES
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
(5) SOLE VOTING POWER: 12,340,100 SHARES
(6) SHARED VOTING POWER: 88,050 SHARES
(7) SOLE DISPOSITIVE POWER: 12,340,100 SHARES
(8) SHARED DISPOSITIVE POWER: 88,050 SHARES
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
12,428,150 SHARES
(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9): 23.3%
(12) TYPE OF REPORTING PERSON: IN
<PAGE>
DATE: DECEMBER 31,1999
FILING FEE: NO
ITEM 1 (A) NAME OF ISSUER: TRANS WORLD ENTERTAINMENT CORPORATION
ITEM 1 (B) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
38 CORPORATE CIRCLE
ALBANY, NEW YORK 12203
ITEM 2 (A) NAME OF PERSON FILING: ROBERT J. HIGGINS
ITEM 2 (B) ADDRESS OF PRINCIPAL BUSINESS OFFICE:
38 CORPORATE CIRCLE
ALBANY, NEW YORK 12203
ITEM 2 (C) CITIZENSHIP: UNITED STATES
ITEM 2 (D) TITLE OF CLASS OF SECURITIES:
COMMON STOCK, PAR VALUE $0.01 PER SHARE
ITEM 2 (E) CUSIP NUMBER: 89336Q 10 0
ITEM 3 IF THIS STATEMENT IS FILED PURSUANT TO RULES 13-d-1(b), CHECK WHETHER
THE PERSON FILING IS A: Not Applicable
ITEM 4 (A) OWNERSHIP: AMOUNT BENEFICIALLY OWNED: 12,428,150 SHARES
ITEM 4 (B) PERCENT OF CLASS: 23.3%
ITEM 4 (C) (I) SOLE POWER TO VOTE OR TO DIRECT THE VOTE 12,340,100 SHARES
(II) SHARED POWER TO VOTE 88,050 SHARES
(III) SOLE POWER TO DISPOSE 12,340,100 SHARES
(IV) SHARED POWER TO DISPOSE 88,050 SHARES
ITEM 5 OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS: Not Applicable
ITEM 6 OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON:
Not Applicable
ITEM 7 IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED
THE SECURITY BEING RECORDED ON BY THE PARENT HOLDING COMPANY:
Not Applicable
ITEM 8 IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP:
Not Applicable
ITEM 9 NOTE OF DISSOLUTION OF THE GROUP: Not Applicable
ITEM 10 CERTIFICATION: Not Applicable
SIGNATURE
AFTER REASONABLE INQUIRY AND TO THE BEST OF MY KNOWLEDGE AND BELIEF, I
CERTIFY THAT THE INFORMATION SET FORTH IN THIS STATEMENT IS TRUE,
COMPLETE AND CORRECT.
JANUARY 28, 2000 By:/S/Robert J. Higgins
--------------------
ROBERT J. HIGGINS