In recent years, small towns have experienced declining levels of retail activity attributable to a variety of factors. Previously conducted research identifies a number of these factors such as changing population dynamics, continuously evolving retail practices, locational factors, and an assortment of other macroeconomic factors. Although retail decline is common for many small towns, there are some small towns that have been able to maintain their viability in an ever-changing economic climate. The primary purpose of this research is to better understand what spatial and socio-economic characteristics contribute to retail growth and decline in a series of small towns. This research highlights a selection of small towns across a 14 county area within east Texas. The selection of small towns includes a number of towns with an increasing number of retail establishments as well as a number of towns with decreasing retail establishments over the 14 year study timeframe. Contained within this research is a discussion of small town economic and retail development, as well as findings regarding spatial and socio-economic characteristics as they relate to retail growth and decline in small towns. This research finds that locational characteristics do have an effect on retail growth and decline. The research also supports the literature, which states retail growth and decline is more pronounced within certain retail categories.