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                                                                    EXHIBIT 31-B

                                  CERTIFICATION

I, David A. Shadduck, certify that:

       1.     I have reviewed this annual report on Form 10-K of True Value
              Company;

       2.     Based on my knowledge, this annual report does not contain any
              untrue statement of a material fact or omit to state a material
              fact necessary to make the statements made, in light of the
              circumstances under which such statements were made, not
              misleading with respect to the period covered by this annual
              report;

       3.     Based on my knowledge, the financial statements, and other
              financial information included in this annual report, fairly
              present in all material respects the financial condition, results
              of operations and cash flows of True Value as of, and for, the
              periods presented in this annual report;

       4.     True Value's other certifying officer and I are responsible for
              establishing and maintaining disclosure controls and procedures
              (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for
              True Value and have:

              a.  designed such disclosure controls and procedures, or caused
                  such disclosure controls and procedures to be designed under
                  our supervision, to ensure that material information relating
                  to True Value, including its consolidated subsidiaries, is
                  made known to us by others within those entities, particularly
                  during the period in which this annual report is being
                  prepared;

              b.  evaluated the effectiveness of True Value's disclosure
                  controls and procedures and presented in this annual report
                  our conclusions about the effectiveness of the disclosure
                  controls and procedures, as of the end of the period covered
                  by this annual report based on such evaluation; and

              c.  disclosed in this annual report any change in True Value's
                  internal control over financial reporting that occurred during
                  True Value's most recent fiscal quarter (True Value's fourth
                  fiscal quarter in the case of an annual report) that has
                  materially affected, or is reasonably likely to materially
                  affect, True Value's internal control over financial
                  reporting;

       5.     True Value's other certifying officer and I have disclosed, based
              on our most recent evaluation, to True Value's auditors and the
              audit committee of True Value's board of directors:

              a.  all significant deficiencies and material weaknesses in the
                  design or operation of internal controls which are reasonably
                  likely to adversely affect True Value's ability to record,
                  process, summarize and report financial information; and

              b.  any fraud, whether or not material, that involves management
                  or other employees who have a significant role in True Value's
                  internal control over financial reporting.


                                          TRUE VALUE COMPANY


                                          By: /s/ DAVID A. SHADDUCK
                                          -------------------------

                                          David A. Shadduck
                                          Senior Vice President and
                                          Chief Financial Officer

Date: March 3, 2005