8-K

                                  UNITED STATES
                       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) April 29, 2005

                               TRUE VALUE COMPANY
             (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)

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
    230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
    240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
    Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
    Act (17 CFR 240.13e-4(c))





Item 2.02 Results of Operations and Financial Conditions

       On April 29, 2005, True Value Company issued the attached press release
       in connection with its first quarter 2005 earnings. A copy of the press
       release is attached to this Form 8-K as exhibit 99.1.

       The information in this Form 8-K and Exhibit 99.1 attached hereto shall
       not be deemed "filed" for purposes of Section 18 of the Securities
       Exchange Act of 1934 or otherwise subject to the liabilities of that
       section, nor shall it be deemed incorporated by reference in any filing
       under the Securities Act of 1933 or the Securities Exchange Act of 1934,
       except as expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits

       (c)      Exhibits

       Exhibit No.         Description
       -----------         -----------
       99.1                Press Release, dated April 29, 2005


Matters discussed in the attached press release may contain 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.


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.


                                            TRUE VALUE COMPANY
                                            (Registrant)




Date: May 2, 2005                           By /s/ David A. Shadduck
                                            ----------------------------------
                                            Name:  David A. Shadduck
                                            Title: Senior Vice President and
                                                     Chief Financial Officer

EX-99.1

                                                                    Exhibit 99.1


                           [TRUE VALUE COMPANY LOGO]


For Immediate Release                          For more information, contact:
April 29, 2005                                 True Value Media Relations
                                               312-240-2882




                   TRUE VALUE ANNOUNCES FIRST QUARTER RESULTS


         CHICAGO, APRIL 29, 2005- True Value Company reported today revenue of
$503.6 million for the quarter ended April 2, 2005, an increase of 0.8 percent
or $4.2 million from $499.4 million for the same period a year ago. Net margin
for the quarter was $2.6 million, an increase of 24 percent versus $2.1 million
a year ago.
         President and Chief Executive Officer Tom Hanemann said, "Following a
stabilized 2004, first quarter revenues and earnings were up slightly, driven by
improved same-store sales and our continued focus on operating efficiencies."
         "Our merchandising team continues to drive assortment enhancements and
price reductions for the co-op and membership," said Hanemann.
         True Value Company, headquartered in Chicago, is one of the world's
largest member-owned wholesale hardware cooperatives with sales of $2.0 billion
in 2004. The True Value cooperative includes approximately 6,000 independent
retailer locations 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 True Value and its retail identities
is available at www.truevaluecompany.com.

This earnings 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 Note is incorporated into this news release by reference.