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) February 20, 2006

                               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 February 20, 2006, True Value Company issued the attached press
       release in connection with its 2005 annual 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 February 20, 2006


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: February 22, 2006                     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 LOGO]

For Immediate Release                          For more information, contact:
February 20, 2006                              True Value Media Relations
                                               (312) 240-2882


                          TRUE VALUE COMPANY ANNOUNCES
                             2005 FINANCIAL RESULTS
                 True Value Reports Revenue and Earnings Growth


     CHICAGO, FEB. 20, 2006 - True Value Company today reported 2005 revenue of
$2,043.0 million, up 0.9% from 2004 revenue of $2,023.9 million. Comparable
store sales were up 1.9%. The co-op also reported 2005 net margin of $47.6
million, up 10.2% from 2004 earnings of $43.2 million.

     True Value reported $501.1 million in revenue for the fourth quarter, up
5.6% from $474.7 million for the same period a year ago. The co-op also reported
net margin of $22.5 million for the quarter ended December 31, 2005, up 108.3%
compared to net margin of $10.8 million for the same period a year ago. The
primary driver of the net margin increase was a $9.1 million gain on the sale of
a manufacturing facility in December 2005. Excluding the gain on sale, net
margin was up 24.1%

     President and Chief Executive Officer Lyle Heidemann said, "We're pleased
with what our co-op accomplished during 2005. Earnings are the highest they have
been since 1996, and 2005 is our fourth consecutive year of earnings increases.
Sales through the fall season and especially during the fourth quarter were
strong and 2005 was the first year over year increase since 1999. We feel we are
poised to continue our growth trend in 2006."

     True Value, headquartered in Chicago, is one of the world's largest
member-owned wholesale hardware cooperatives with sales of $2 billion in 2005.
The True Value cooperative includes approximately 5,800 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.