Exhibit
31.2

CHIEF
FINANCIAL OFFICER CERTIFICATION PURSUANT TO SECTION 302 OF SARBANES
OXLEY ACT 2002

I, John J. Sullivan,
Executive Vice President and Chief Financial Officer of Trans World
Entertainment Corporation (the Company), certify that:

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| | (1) | I have reviewed this
quarterly report on Form 10Q of the Company;                                                                                                                                                                                                                                                                 
| |     |                                                                                                                                                                                                                                                                                                                                     |     |                                                                                                                                                                                                                                                                                                                                                                           
| | (2) | Based on my knowledge, this
quarterly report does not contain any untrue statement of a material fact or
omit to state a material fact necessary to make the statements made, in light
of the circumstances under which such statements were made, not misleading
with respect to the period covered by this quarterly report;     
| |     |                                                                                                                                                                                                                                                                                                                                     |     |                                                                                                                                                                                                                                                                                                                                                                           
| | (3) | Based on my knowledge, the
financial statements, and other financial information included in this
quarterly report, fairly present in all material respects the financial
condition, results of operations and cash flows of the Company as of, and
for, the periods presented in this quarterly report;                           
| |     |                                                                                                                                                                                                                                                                                                                                     |     |                                                                                                                                                                                                                                                                                                                                                                           
| | (4) | The Companys other
certifying officer and I are responsible for establishing and maintaining
disclosure controls and procedures (as defined in Exchange Act Rules
13a15(e) and 15d-15(e)) and internal control over financial reporting (as
defined in Exchange Act Rules 13a  15(f) and 15d-15(e)) for the Company and
we have:
| |     |                                                                                                                                                                                                                                                                                                                                     |     |                                                                                                                                                                                                                                                                                                                                                                           
| |     |                                                                                                                                                                                                                                                                                                                                     | (a) | designed such disclosure
controls and procedures or caused such disclosure controls and procedures to
be designed under our supervision, to ensure that material information
relating to the Company, including its consolidated subsidiaries, is made
known to us by others within those entities, particularly during the period in
which this report is being prepared;
| |     |                                                                                                                                                                                                                                                                                                                                     |     |                                                                                                                                                                                                                                                                                                                                                                           
| |     |                                                                                                                                                                                                                                                                                                                                     | (b) | designed such internal
control over financial reporting, or caused such internal control over
financial reporting to be designed under our supervision, to provide
reasonable assurance regarding the reliability of financial reporting and the
preparation of financial statements for external purposes in accordance with
generally accepted accounting principles;   
| |     |                                                                                                                                                                                                                                                                                                                                     |     |                                                                                                                                                                                                                                                                                                                                                                           
| |     |                                                                                                                                                                                                                                                                                                                                     | (c) | evaluated the
effectiveness of the Companys disclosure controls and procedures and presented
in this report our conclusions about the effectiveness of the disclosure
controls and procedures, as of the end of the period covered by this report
based on such evaluation; and                                                                                          
| |     |                                                                                                                                                                                                                                                                                                                                     |     |                                                                                                                                                                                                                                                                                                                                                                           
| |     |                                                                                                                                                                                                                                                                                                                                     | (d) | disclosed in this report
any change in the Companys internal control over financial reporting that
occurred during the Companys most recent fiscal quarter that has materially
affected, or is reasonably likely to materially affect, the Companys
internal control over financial reporting; and                                                                     
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| | (5) | The Companys other
certifying officer and I have disclosed, based on our most recent evaluation
of internal control over financial reporting, to the Companys auditors and
the audit committee of the Companys board of directors:                                                                                              
| |     |                                                                                                                                                                                                                                                                                                                                     |     |                                                                                                                                                                                                                                                                                                                                                                           
| |     |                                                                                                                                                                                                                                                                                                                                     | (a) | all significant
deficiencies and material weaknesses in the design or operation of internal
control over financial reporting which are reasonably likely to adversely
affect the Companys ability to record, process, summarize and report
financial information; and                                                                                                    
| |     |                                                                                                                                                                                                                                                                                                                                     |     |                                                                                                                                                                                                                                                                                                                                                                           
| |     |                                                                                                                                                                                                                                                                                                                                     | (b) | any fraud, whether or not
material, that involves management or other employees who have a significant
role in the Companys internal control over financial reporting.                                                                                                                                                                                                   

|                          |                                                      | 
|------------------------- | ---------------------------------------------------- | 
|Dated: September 10, 2009 |                                                      | 
|                          | /s/ John J. Sullivan                                 | 
|                          |                                                      | 
|                          | John J. Sullivan                                    
|                          | Executive Vice President
and Chief Financial Officer
|                          | Trans World Entertainment
Corporation               

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