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                                                                    EXHIBIT 99.C

                                 [TRUSERV LOGO]


                                                   April 30, 2001



To Our Valued Vendors,

Enclosed are TruServ's unaudited year 2000 financial statements and accompanying
unaudited notes to those financial statements. By this time of the year, in
prior years, TruServ's annual report, which would include audited financial
statements would have been made available to you. Further, TruServ would have
filed its Form 10K with the SEC. Please let us explain the reason for the
unaudited financial statements.

As you may be aware, TruServ was not in compliance with one of the covenants
under its senior debt agreements at the February 2001 month end. TruServ's
senior debt agreements are comprised of a revolving credit facility and note
agreements. The particular covenant, which was not complied with, was the
borrowing base calculation. At February 2001-month end, the actual calculated
ratio was below the 120% requirement. Although the event of this covenant
default occurred after TruServ's December 31 fiscal year end, this event did
occur prior to the completion of our independent public accountants' audit of
TruServ's year 2000 financial results.

In this type of circumstance, in order for the independent public accountants to
issue an unqualified audit opinion (i.e., a "clean opinion"), the independent
public accountants require that a company "cures" the covenant default by
amending the existing debt agreements or entering into a new agreement. Then the
company must demonstrate, through its financial projections, that for a period
of at least 366 days following the date of the independent public accountants'
opinion, that it expects based upon information available today, to be in
compliance with all of its debt covenants. All else being equal, when we satisfy
the above conditions related to financing, we expect our independent public
accountants, PricewaterhouseCoopers, to issue their unqualified audit opinion on
our attached unaudited year 2000 financial statements. Our goal is to have this
occur in the next 90 to 120 days. When the audit opinion is rendered, we would
file our Form 10K.

We were initially proceeding down the path of amending our existing senior debt
agreements but were finding that an amendment would not be flexible enough in
its terms with respect to certain changes we anticipate making in the business
and the current agreement expires on June 30, 2002. As such, it was determined
that proceeding down the alternate path of entering into a new agreement was a
better choice.

We have been in discussions with three separate asset based lending groups, one
of which is part of our current lead lender's bank. As of this date, we have
received one of the term sheets and expect the remaining two term sheets within
the next two weeks. Management believes an asset based lending agreement can be
put into place and provide adequate liquidity to TruServ along with additional
initiatives.

As a result of the covenant default, our existing senior debt lenders issued, at
the end of March 2001, reservation of rights letters ("letters") which preserves
all the lenders' rights while we work out an amendment or obtain new financing.
Further, the specific letter with the group of banks, which provide our
revolving credit facility, required a reduction of our maximum borrowing from
$275,000,000 to $225,000,000. To date that has not presented an issue, as
TruServ has not had a need to borrow, on any given day, an amount close to the
new "ceiling". The banks have verbally agreed to extend their letter to July 31,
2001 with the same borrowing "ceiling" and certain other requirements.



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In order to ensure that the borrowings that can be made available to TruServ
provide adequate liquidity, management is taking action to right size the cost
structure in line with the expected revenues for the year. Cost reduction plans
affecting administrative costs as well as costs at the distribution centers are
being developed; certain initiatives have been implemented. Further, TruServ is
working with its members to increase their purchases of product from the
cooperative.

We have a strong organization with many retail advantages for our members. We
thank you for your support as a valued vendor and look forward to your continued
support. As our business partner and together, with our members, we will be on
the road to success.



Donald J. Hoye
President and Chief Executive Officer

Pamela Forbes Lieberman
Senior Vice President Finance

This letter "To Our Valued Vendors" contains forward-looking statements that are
based on management's expectations, estimates, discussions with lenders, and
assumptions. The forward-looking statements are made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995. These
statements are not guaranties of future performance and involve certain risks
and uncertainties that are difficult to predict. Therefore, actual future
results and trends may differ materially from what we forecast due to a variety
of factors, including without limitation, our assumptions about financing
requirements and terms, interest rate functions, capital requirements of the
company and trends in our industry.