8-K

                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    Form 8-K

                             Current Report Pursuant
                          to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

       Date of report (Date of earliest event reported) December 31, 2001

                               TRUSERV CORPORATION
             (Exact Name of Registrant as Specified in Its Charter)

                                    DELAWARE
                 (State or Other Jurisdiction of Incorporation)

        2-20910                                           36-2099896
(Commission File Number)                   (I.R.S. Employer Identification No.)

8600 WEST BRYN MAWR AVENUE, CHICAGO, ILLINOIS                      60631-3505
  (Address of Principal Executive Offices)                         (Zip Code)

                                  773-695-5000
              (Registrant's Telephone Number, Including Area Code)

                                 Not Applicable
          (Former Name or Former Address, if Changed Since Last Report)



Item 5. Other Events.

TruServ Corporation issued the attached press release in connection with the
announcement that it will be amending its existing financial agreements.

Matters discussed in the attached press release are forward-looking statements
within the meaning of the safe-harbor provisions of the Securities Exchange Act
of 1934. These forward-looking statements are subject to various risks and
uncertainties. Actual results may vary materially from the expectations
contained therein. The factors that could cause actual results to differ
materially from the projections, forecasts, estimates and expectations discussed
therein may include factors that are beyond the company's ability to control or
estimate precisely, such as the ultimate requirements of the company's lenders,
projections about the efficiencies that may be achieved by the company's
initiatives, expectations about member response to the company initiatives,
estimates of future market conditions in the hardware industry, the behavior of
other market participants in the industry and the actions and economic
conditions in the service territories of the company's members. Other risk
factors are detailed from time to time in the company's SEC reports. Readers are
cautioned not to place undue reliance on these forward-looking statements, which
speak only as to the date of this document. The company does not undertake any
obligation to publicly release any revisions to these forward-looking statements
to reflect events or circumstances after the date of this letter.

Item 7. Exhibit

99.1    Press release, dated December 31, 2001




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 hereunto duly authorized.


                                            TRUSERV CORPORATION
                                            (Registrant)




Date: January 8, 2002                       By /s/ David A. Shadduck
                                            ----------------------------------
                                            Name:  David A. Shadduck
                                            Title: Senior Vice President and
                                                     Chief Financial Officer


                                      -2-

EX-99.1

                                                                    EXHIBIT 99.1

                                 [TRUSERV LOGO]
                                  PRESS RELEASE


                                                 For more information contact:
                                                 Mary Viola, TruServ Corporation
                                                 773-695-5280


              TRUSERV CORP. AMENDING EXISTING FINANCIAL AGREEMENTS

CHICAGO, DEC. 31, 2001 - TruServ Corporation announced today that it has reached
agreement in principle with the agent bank for its revolving credit facility and
the largest holders of its senior notes on the terms of an amendment of its
existing financing agreements. The terms include an extension of the maturity of
the revolving credit facility from June of 2002 to June of 2004, while
maintaining the existing maturity schedule for the company's senior notes. The
commitment level on the revolver continues at $200 million. TruServ expects to
file the definitive documentation of the financing amendments with the
Securities and Exchange Commission as exhibits to its year ended December 31,
2001 Annual Report on Form 10-K, due to be filed no later than March 31, 2002.
         "With permanent long-term financing," said David Shadduck, TruServ's
Chief Financial Officer, "everything else being equal, we expect our independent
accountants to issue an unqualified opinion on our financial statements."
         TruServ has been pursuing the parallel paths of seeking either new
financing, primarily in the form of a new asset-based lending agreement, or
negotiating amendments with its existing lenders since the co-op failed to
comply with a covenant under its revolving credit facility in the first quarter
of 2001.
         "We are restructuring our business and are demonstrating to each of our
senior lenders our ability to meet or beat our long-term business plan," said
Shadduck. "Our lenders' continued support of TruServ is a clear signal that they
believe in our business."

         TruServ's senior debt is comprised of $175 million of senior notes
maturing from 2002-2012, $105 million of senior notes maturing between
2002-2008, and a $200 million revolving credit facility. At the end of fiscal
November 2001, approximately $78 million was outstanding under the revolving
credit facility, net of related cash on hand, compared with $182 million at
November 2000.

         TruServ, headquartered in Chicago, is the world's largest member-owned
wholesale hardware cooperative with 2000 sales of $4 billion, supporting annual
retail sales of more than $12 billion. The TruServ cooperative includes more
than 7,300 independent retailers worldwide operating under the store identities
of True Value, Grand Rental Station, Taylor Rental, Party Central, Home & Garden
Showplace and Induserve Supply. Additional information on TruServ and its retail
identities is available at www.truserv.com.

This news release may contain forward-looking statements that involve risks and
uncertainties. The following factors could cause results to differ materially
from management expectations as projected in such forward-looking statements:
seasonal variations, competition, risks of new business areas, the availability
and cost of real estate and construction, and changes in federal or state
legislation or regulations. Members are referred to the "Cautionary Note
Regarding Forward-Looking Statements" in the Company's most recent Form 10-K
which is incorporated into this news release by reference.

                                       ###