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                                                                    EXHIBIT 10-Q

                                                                        11/23/04

                    SEPARATION AGREEMENT AND GENERAL RELEASE

      This Separation Agreement and General Release (the "Agreement") is made
and entered into as of November 24, 2004 (the "Effective Date"), by and between
Pamela Forbes Lieberman ("Lieberman") and TruServ Corporation (the "Company").

      WHEREAS, Lieberman was employed by the Company as Chief Executive Officer
and President pursuant to a letter agreement dated November 15, 2001 (the
"Employment Letter"); and

      WHEREAS, at the request of the Board of Directors of the Company,
Lieberman has resigned effective November 2, 2004 as an officer and director of
the Company and desires to terminate her employment relationship with the
Company effective December 31, 2004, and the Company accepts such termination
and with Lieberman desires to fully settle and resolve any and all issues
arising out of Lieberman's employment with and separation from the Company.

      NOW, THEREFORE, in consideration of the promises and of the mutual
covenants and agreements set forth below, Lieberman and the Company agree as
follows:

      1. Termination of Employment. Lieberman has irrevocably tendered her
resignation, which is accepted by the Company, (i) as Chief Executive Officer
and President, and her resignation as a director of the Company and, except as
an employee, any other positions she may hold for the Company or its affiliates,
effective November 2, 2004, and (ii) to terminate her employment with the
Company which shall be terminated effective as of December 31, 2004 (the
"Separation Date").

      2. Consideration. In consideration for the agreements and covenants set
forth in this Agreement as further described and subject to Paragraph 11 hereof,
the Company agrees that following the expiration of the revocation period
described in Paragraph 13 below without Lieberman having revoked this Agreement,
the Company will pay or provide to Lieberman the following:

            (a)   pay to Lieberman through the Separation Date her regular base
                  salary in accordance with the Company's regular payroll
                  practice, and provide to Lieberman through the Separation Date
                  the benefits listed on Exhibit A hereto and group life
                  insurance (and no other benefits) at the same cost as provided
                  to her immediately prior to her resignation on November 2,
                  2004;

            (b)   pay the gross amount of One Million Four Hundred Fifty
                  Thousand Dollars ($1,450,000.00), payable pro rata in
                  accordance with the Company's regular payroll practices over
                  the 24 month period following the Separation Date (such 24
                  month period hereinafter the "Salary Continuation Period");

            (c)   pay to Lieberman in 2005 contemporaneously with the Company's
                  regular payment of other executive bonuses, a Transition Bonus
                  of five hundred thousand dollars ($500,000) in a single lump
                  sum payment, in lieu of her

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                  short term bonus, long term bonus and any other awards which
                  might have been payable under the Company's incentive plans,
                  including without limitation, the Company's Supplemental
                  Executive Retirement Plan, for her satisfactory performance of
                  the transition services described on Exhibit A hereto;

            (d)   provide to Lieberman during the Salary Continuation Period the
                  standard benefits provided by the Company to its executives
                  under the health, welfare and other programs listed on Exhibit
                  A hereto (and no other benefits), as they may hereafter be
                  modified by the Company, to the extent the terms of such
                  benefit plans or programs, including contracts with third
                  party providers and insurers, permit such continuation
                  (provided, however, that Lieberman pays for any employee paid
                  portion of such benefits and in the case of coverage under the
                  Company's health insurance plan, only if Lieberman elects, and
                  to the extent she remains eligible for such continued coverage
                  under COBRA);

            (e)   maintain (i) her accounts in the Company's defined
                  contribution pension plans listed on Exhibit A hereto, if any,
                  (to the extent vested as of the Separation Date and as such
                  accounts may be adjusted for investment earnings and losses)
                  and (ii) her accrued benefits in the Company's defined benefit
                  pension plans listed on Exhibit A hereto, if any, (to the
                  extent vested as of the Separation Date), until such accounts
                  or accrued benefits are distributed to Lieberman (all in
                  accordance with the terms of such plans and otherwise required
                  by applicable law); provided, however, that following the
                  Separation Date, no further contributions will be made, nor
                  will any additional benefits accrue, on Lieberman's behalf
                  under any of the pension plans described above and provided,
                  further, that following the Separation Date, no additional
                  eligibility, vesting or benefit service will be credited on
                  Lieberman's behalf under any of the pension plans described
                  above;

            (f)   pay for outplacement services of up to $40,000 to an
                  outplacement firm mutually agreed upon by the Company and
                  Lieberman; and

            (g)   through the Separation Date, Lieberman shall take as vacation
                  all accrued vacation time owed to her in full satisfaction of
                  the Company's obligation to her with respect to vacation time.

            (h)   promptly reimburse Lieberman, in accordance with the Company's
                  policies, all of her reasonable reimbursable business expenses
                  which she incurred prior to November 2, 2004 and for which she
                  has submitted documentation as required by the Company's
                  policies no later than November 29, 2004.

      Except as otherwise set forth in this Paragraph 2, no other sums
(contingent or otherwise) shall be paid or owed to Lieberman in respect of her
employment by the Company, or as additional termination amounts, and any such
sums or amounts (whether or not owed), are

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hereby expressly waived by Lieberman. All payments made pursuant to
subparagraphs 2(a), 2(b), 2(c), and 2(g) above are "wages" for purposes of FICA,
FUTA and income tax withholding, and other consideration provided above may be
required to be so treated, and the Company shall withhold all amounts it
determines to be necessary to satisfy withholding obligations. In the event of
Lieberman's death, the unpaid balance of any of the monies or benefits provided
herein above shall continue to be paid to her estate.

      3. General Release by Lieberman; Covenant Not to Sue.

            (a)   The term "Released Parties," as used in this Agreement, shall
                  mean the Company and any of its past or present employees,
                  administrators, agents, officials, officers, directors,
                  shareholders, divisions, parents, subsidiaries, predecessors,
                  successors, affiliates, general partners, limited partners,
                  members, advisory board members, employee benefit plans (and
                  their sponsors, fiduciaries, or administrators), insurers, or
                  attorneys.

            (b)   In consideration for the agreements and covenants set forth in
                  this Agreement, Lieberman, on behalf of herself and her
                  agents, representatives, attorneys, assigns, heirs, executors,
                  and administrators, fully releases each of the Released
                  Parties from, and agrees not to sue them regarding, any and
                  all liability, claims, demands, actions, causes of action,
                  suits, grievances, debts, sums of money, agreements, promises,
                  damages, back and front pay, costs, expenses, attorneys' fees,
                  and remedies of any type (collectively "Claims") regarding any
                  act or failure to act that occurred up to and including the
                  date on which the last party to this Agreement signs this
                  Agreement, including, without limitation, any claims arising
                  or that arose or may have arisen out of or in connection with
                  Lieberman's employment or separation of employment from the
                  Company, and including but not limited to: all claims, actions
                  or liability under (1) Title VII of the Civil Rights Act of
                  1964, the Civil Rights Act of 1991, the Civil Rights Act of
                  1866 (42 U.S.C. Section 1981), the Age Discrimination in
                  Employment Act, the Americans with Disabilities Act, the Fair
                  Labor Standards Act, the National Labor Relations Act, the
                  Employee Retirement Income Security Act, the Family and
                  Medical Leave Act, the Worker Adjustment and Retraining
                  Notification Act, the Older Workers Benefit Protection Act,
                  the Illinois Human Rights Act, the Illinois Wage Payment and
                  Collection Act, the Cook County Human Rights Ordinance, the
                  Chicago Human Rights Ordinance, Executive Order 11246, and
                  Executive Order 11141; (2) any other federal, state or local
                  statute, ordinance, or regulation regarding employment,
                  compensation, employee benefits, termination of employment, or
                  discrimination in employment; (3) the common law of any state
                  relating to employment contracts, wrongful discharge,
                  defamation, violation of public policy; discrimination; breach
                  of contract, both express and implied; breach of a covenant of
                  good faith and fair dealing, both express and implied;
                  promissory estoppel; negligent or intentional infliction of
                  emotional distress; negligent or intentional
                  misrepresentation; negligent or intentional interference with
                  contract or prospective economic advantage;

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                  unfair business practices; defamation; libel; slander;
                  negligence; personal injury; assault; battery; invasion of
                  privacy; false imprisonment; and conversion; and (4) any other
                  contract, whether express or implied, and including, but not
                  limited to, any Claims arising under the Employment Letter,
                  under any severance policy or plan, under any Long Term
                  Incentive Plan or other compensation or employee benefit plan,
                  and under any equity or phantom equity plan; provided,
                  however, the above release and agreement not to sue shall in
                  no event extend to any claims arising out of the Company's
                  non-performance or breach of this Agreement and Lieberman's
                  right to indemnification under the Company's Certificate of
                  Incorporation and by-laws as well as coverage under the
                  Company's director's and officer's liability insurance
                  coverage. Lieberman also waives her right to any monetary
                  recovery should any agency (such as the Equal Employment
                  Opportunity Commission) pursue any claims on Lieberman's
                  behalf. Lieberman represents and warrants that she has not
                  filed any complaint, charge or lawsuit against the Company
                  with any governmental agency or any court.

            (c)   In further consideration for the agreements and covenants set
                  forth in this Agreement, as a condition for Lieberman's
                  receipt of the payments, benefits and other consideration
                  provided in Paragraph 2 of this Agreement, Lieberman agrees
                  that following, but no later than five days after, the
                  Separation Date she shall execute and deliver to the Company a
                  general release of claims and covenant not to sue identical to
                  sub-paragraphs 3(a) and 3(b) hereof except covering all acts
                  or failures to act through the date Lieberman executes such
                  additional release and covenant not to sue.

      4. Consultation; Cooperation in Legal Matters. In consideration for the
promises and payments described in Paragraph 2 above, Lieberman agrees, through
the Separation Date and during the Salary Continuation Period, to perform such
duties as are requested by the Chairman, the interim CEO, or the CEO of the
Company to assist and cooperate with the Company in the transition of her
responsibilities and the Company's relationships with its members, banks, and
suppliers, and during the Salary Continuation Period to act as a consultant to
the Company for up to five days per month during the first year of the Salary
Continuation Period and up to two days per month during the second year of the
Salary Continuation Period, as may be reasonably requested by the Company. The
Company and Lieberman shall cooperate in resolving scheduling issues that may
arise with respect to Lieberman being available at the times requested;
provided, however, in all events Lieberman shall give absolute priority to
making herself available to cooperate in litigation, proceedings, etc., as
hereinafter provided in this Paragraph 4. Lieberman agrees that she shall sign
for the period through November 2, 2004: (i) the third quarter management
representation letter to PricewaterhouseCoopers in conjunction with its fiscal
year 2004 third quarter review of the Company's financial results and statements
if and to the extent requested by the auditors, and (ii) the Sarbanes-Oxley
internal management team representation form provided to the Company's Chief
Executive Officer and Chief Financial Officer for the quarter ended September
30, 2004. In addition, Lieberman further agrees, through the Separation Date and
during the Salary Continuation Period and at any point

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in time thereafter, to cooperate with the Company in any current or future
litigation, potential litigation, proceeding, claim, charge, investigation or
other legal matters in any reasonable manner as the Company may request,
including but not limited to meeting with and fully answering the questions of
the Company or its attorneys, representatives or agents, and testifying and
preparing to testify at any deposition, trial, or other proceeding. Time spent
by Lieberman pursuant to the immediately preceding sentence shall not count
towards days of consulting services required under the first sentence of this
Paragraph 4. The Company agrees to compensate Lieberman for any reasonable
out-of-pocket expenses reasonably incurred by Lieberman in providing such
assistance and cooperation; provided, however, all such expenses must be
approved by the Company in advance. Lieberman acknowledges and understands that
from and after November 2, 2004, she shall have no authority to act for, to sign
any document on behalf of or to otherwise bind the Company or any of its
affiliates, but that such limitation shall in no way restrict her ability to
provide testimony in any proceeding.

      5. Return of Property; Confidential Information.

            (a)   Lieberman acknowledges that all records, documents, and
                  tangible embodiments containing information relating to the
                  Company prepared by Lieberman or coming into her possession by
                  virtue of employment by the Company are and will remain the
                  property of the Company. Lieberman represents that she has
                  returned to the Company, all such items and copies of such
                  items in her possession, as well as any and all other property
                  belonging to the Released Parties, including but not limited
                  to pagers, keys, key cards, cellular phones, credit cards,
                  personal and laptop computers, and other electronic equipment.

            (b)   Through the Separation Date, during the Salary Continuation
                  Period and thereafter, Lieberman shall keep secret and retain
                  in strictest confidence, and shall not, without the prior
                  written consent of the Company, furnish, make available or
                  disclose to any third party or use for the benefit of herself
                  or any third party, any Confidential Information. As used in
                  this Agreement, "Confidential Information" shall mean any
                  information relating to (a) any financial, business, planning,
                  operations, services, potential services, products, potential
                  products, technical information and/or know-how, formulas,
                  production, purchasing, marketing, sales, personnel, member,
                  customer, broker, supplier or other information of the
                  Company; (b) any papers, data, records, processes, methods,
                  techniques, systems, models, samples, devices, equipment,
                  compilations, invoices, customer lists or documents of the
                  Company; (c) any matters relating to the legal affairs of the
                  Company or matters relating to the deliberations, discussions,
                  meetings or activities of the Company's Board of Directors;
                  (d) any confidential information or trade secrets of any third
                  party provided to the Company in confidence or subject to
                  other use or disclosure restrictions or limitations; and (e)
                  any other information, written, oral or electronic, which
                  pertains to the Company's affairs or interests or with whom or
                  how the Company does business; provided, however, that
                  Confidential Information shall not include any information

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                  which is in the public domain or becomes known in the industry
                  through no wrongful act on the part of Lieberman.

      6. Non-Solicitation; Non-Compete; Non-Disparagement.

            (a)   Through the Separation Date and during the Salary Continuation
                  Period, Lieberman shall not, directly or indirectly, as
                  employee, agent, consultant, stockholder, director, co-partner
                  or in any other individual or representative capacity employ
                  or engage, recruit or solicit for employment or engagement,
                  any person who is or becomes employed or engaged by the
                  Company through the Separation Date and during the Salary
                  Continuation Period, or otherwise seek to influence or alter
                  any such person's relationship with the Company.

            (b)   Through the Separation Date and during the Salary Continuation
                  Period, without the express prior written consent of the
                  Company, Lieberman will not, directly or indirectly, become
                  associated with any business, whether as an investor
                  (excluding investments representing less than one percent (1%)
                  of the common stock of a public company), lender, owner,
                  stockholder, officer, director, employee, agent or in any
                  other capacity, in any business activities of any franchise,
                  cooperative, retail or wholesale company (i) with a core
                  business in the hardware industry, or (ii) which engages in a
                  "Company Business," as hereinafter defined. For these purposes
                  a "Company Business" shall mean any business which is engaged,
                  in any material respect, in any of the following businesses:
                  MRO (providing maintenance and repair services, supplies and
                  equipment to businesses and organizations), gardening and
                  nursery, equipment rental, party rental, lumber and building
                  materials, and paint.

            (c)   Lieberman represents that since October 30, 2004 through the
                  date hereof she has not, and hereafter through the Separation
                  Date, during the Salary Continuation Period and thereafter,
                  Lieberman agrees not to do anything, and not to make any oral
                  or written statement to any person (including but not limited
                  to any employee, member, customer, supplier or vendor of
                  Company), that disparages or places in a false or negative
                  light: (a) the Company; or (b) any past or present member,
                  officer, director, employee, product, or service of the
                  Company.

            (d)   It is agreed that breach of Paragraph 5 above or this
                  Paragraph 6 will result in irreparable harm and continuing
                  damages to the Company and its business and that the Company's
                  remedy at law for any such breach or threatened breach, will
                  be inadequate and, accordingly, in addition to such other
                  remedies as may be available to the Company at law or in
                  equity in such event, any court of competent jurisdiction may
                  issue a temporary and permanent injunction, without the
                  necessity of the Company posting bond and without proving
                  special damages or irreparable injury, enjoining and
                  restricting the breach, or threatened breach, of Paragraph 5
                  above or this Paragraph 6, including, but not limited to, any
                  injunction restraining the

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                  breaching party from disclosing, in whole or part, any
                  Confidential Information.

      7. Reemployment. Lieberman waives reinstatement and reemployment and
agrees never to apply for employment or otherwise seek to be hired, rehired,
employed, reemployed, or reinstated by the Company, or any of their affiliated
companies or corporations.

      8. Non-admission. This Agreement does not constitute an admission by any
party that any action that any of them took with respect to any other party was
wrongful, unlawful or in violation of any local, state, or federal act, statute,
or constitution, or susceptible of inflicting any damages or injury, and the
parties specifically deny any such wrongdoing or violation.

      9. Agreement Inadmissible as Evidence. This Agreement, its execution, and
implementation may not be used as evidence, and shall not be admissible, in a
subsequent proceeding of any kind, except (a) one which a party to this
Agreement institutes alleging a breach of this Agreement or (b) as ordered by a
court or required by law.

      10. Entire Agreement. This Agreement, together with Exhibit A hereto, and
a letter dated on even date herewith regarding future communications contains
the entire agreement and understanding between Lieberman and the Company
concerning the matters described herein. It supersedes all prior agreements,
discussions, negotiations, understandings and proposals of the parties. The
terms of this Agreement cannot be changed except in a subsequent document signed
by all parties to this Agreement.

      11. Breach of Agreement; Indemnification. Lieberman understands and agrees
that Lieberman's failure to comply with the obligations set forth in Paragraphs
3(c), 4, 5, or 6 will constitute a material breach of this Agreement, in which
event the Company, in addition to its other rights and remedies, shall not be
obligated to provide Lieberman with any of the consideration described in
Subparagraphs 2(a), (b), (c), (d), or (f) above and may recover amounts already
paid hereunder.

      12. Severability. The provisions of this Agreement shall be severable and
the invalidity of any provision shall not affect the validity of the other
provisions; provided, however, that upon any finding by a court of competent
jurisdiction that a release or waiver of claims or rights, or a covenant
provided for by Paragraph 3 herein, is illegal, void or unenforceable, the
parties agree to execute promptly a release, waiver and/or covenant that is
legal and enforceable to the extent permitted by law. In the event any provision
hereof becomes or is declared by a court of competent jurisdiction to be
illegal, unenforceable or void, the Parties shall negotiate in good faith to
substitute a legal, enforceable, or valid provision that, as nearly as possible,
provides the benefit of the illegal, unenforceable, or void provision. If any
court refuses to enforce any part of this Agreement as written, the court shall
modify that part to the minimum extent necessary to make it enforceable under
applicable law, and shall enforce it as so modified.

      13. Revocation Period. Lieberman has the right to revoke her release of
claims under the Age Discrimination in Employment Act described in Paragraph 3
(the "ADEA Release") for up to seven (7) days after she signs this Agreement. In
order to do so, Lieberman must sign and send a written notice of her decision to
revoke the ADEA Release, addressed

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            to the Company:    TruServe Corporation
                               8600 West Bryn Mawr Avenue
                               Chicago, Illinois  60631-3505
                               Attention: Cathy Anderson, General Counsel

            with a copy to:    Katten Muchin Zavis Rosenman
                               525 W. Monroe
                               Chicago, Illinois 60661
                               Attention: Matthew S. Brown

and that written notice must be actually received (and Paragraph 19 hereof shall
be disregarded for this purpose) no later than the eighth day after Lieberman
signs this Agreement. If Lieberman revokes the ADEA Release, Lieberman will not
be entitled to any of the consideration from the Company described in Paragraph
2.

      14. Voluntary Execution of Agreement. Lieberman acknowledges that: (a) she
has carefully read this Agreement and fully understands its meaning; (b) she had
the opportunity to take up to twenty-one (21) days after receiving this
Agreement to decide whether to sign it; (c) she is hereby advised in writing by
the Company to consult with an attorney before deciding whether to sign this
Agreement; (d) she is signing this Agreement, knowingly, voluntarily, and
without any coercion or duress; and (e) everything Lieberman is receiving for
signing this Agreement is described in the Agreement itself, and no other
promises or representations have been made to cause Lieberman to sign it.

      15. Joint Participation. The parties hereto participated jointly in the
negotiation and preparation of this Agreement, and each party has had the
opportunity to obtain the advice of legal counsel and to review and comment upon
the Agreement. Accordingly, it is agreed that no rule of construction shall
apply against any party or in favor of any party. This Agreement shall be
construed as if the parties jointly prepared this Agreement, and any uncertainty
or ambiguity shall not be interpreted against one party and in favor of the
other.

      16. Announcements. Lieberman agrees and acknowledges that she has not and
will not make any announcement about her resignation or about the affairs of the
Company, which is in any manner inconsistent with the terms of the Company's
press release and public communications, and further agrees and acknowledges
that (i) except as expressly requested by the Company, she shall grant no media
interviews regarding her resignation, the Company, its business or her
employment with the Company, (ii) comment to media or in a public venue about
her resignation, or the Company, its business or her employment with the
Company, and (iii) any press or other written, oral or electronic public
releases, or statements concerning her resignation, the terms of this Agreement
or about the affairs of the Company, its business or her employment with the
Company, shall be issued by the Company only, and she shall otherwise abide by
the letter agreement between her and the Company addressing these matters.
Notwithstanding the foregoing provisions of this Paragraph 16, but in all cases
subject to the other provisions of this Agreement, including subparagraphs 5(b)
and 6(c), Lieberman shall be entitled to discuss her activities at the Company
at regular business graduate school class presentations at business school
classrooms, consistent with the type and scope of such discussions she has
conducted in the past.

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      17. Governing Law. This Agreement shall be governed by and interpreted in
accordance with Illinois law, without regard to its conflict of law principles.
Furthermore, as to Paragraphs 5 and 6, Lieberman agrees and consents to submit
to personal jurisdiction in the State of Illinois in any state or federal court
of competent subject matter jurisdiction situated in Cook County, Illinois.
Lieberman further agrees that the sole and exclusive venue for any suit arising
out of, or seeking to enforce, the terms of Paragraphs 5 and 6 of this Agreement
shall be in a state or federal court of competent subject matter jurisdiction
situated in Cook County, Illinois. In addition, Lieberman waives any right to
challenge in another court any judgment entered by such Cook County court or to
assert that any action instituted by the Company in any such court is in the
improper venue or should be transferred to a more convenient forum.

      18. Counterparts. This Agreement may be executed in counterparts and will
be as fully binding as if signed in one entire document.

      19. Notice. All notices, requests, demands, claims and other
communications hereunder shall be in writing. Any notice, request, demand,
claim, or other communication hereunder shall be deemed duly given (i) three (3)
business days after it is sent by registered or certified mail, return receipt
requested, postage prepaid, (ii) when receipt is electronically confirmed, if
sent by fax (provided that a hard copy shall be promptly sent by first class
mail), or (iii) one (1) business day following deposit with a recognized
national overnight courier service for next day delivery, charges prepaid, and,
in each case, addressed to the intended recipient, as set forth below:

            To the Company:    TruServe Corporation
                               8600 West Bryn Mawr Avenue
                               Chicago, Illinois  60631-3505
                               Attention: Cathy Anderson, General Counsel

            To the Executive:  Pamela Forbes Lieberman
                               825 Bermuda Dunes Place
                               Northbrook, Illinois 60062

TRUSERV CORPORATION                     PAMELA FORBES LIEBERMAN

By: /s/ Amy Mysel                       /s/Pamela Forbes Lieberman
    ---------------------------------   --------------------------
Printed Name: Amy Mysel                 Dated: November 24, 2004
              -----------------------
Title: SVP, Human Resource
       ------------------------------
Dated: November 30, 2004
       ------------------------------

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                                    EXHIBIT A

                    SEPARATION AGREEMENT AND GENERAL RELEASE

Bonus Plans

Transition Bonus - To be entitled to the Transition Bonus Lieberman must (a) as
and when requested by the Company's Chairman of the Board, interim CEO or CEO,
diligently assist in transferring and providing information, records and other
documentation known to Lieberman to other persons in the Company, and in
transitioning pending matters which Lieberman had been supervising or handling,
and (b) be supportive of the business plans and activities of the Company in
such a manner as to avoid to the extent reasonably possible as a consequence of
her resignation at the request of the Board any disruption or adverse effect in
the Company's operations or relationships with its employees, suppliers, banks,
or members.

Benefit Plans

Health Insurance - Lieberman shall be entitled to elect COBRA coverage for
medical, dental and vision benefits for herself and her spouse, for the period
beginning at the Separation Date, but she shall only be required to pay premiums
as if she was still an employee.

Car Allowance - $10,500 annual payable in equal installments with the regular
payment during the Salary Continuation Period.

Personal Universal Life Insurance - the Company will pay Lieberman a single lump
sum of $22,000 for her to pay her premiums during the Salary Continuation
Period.

Annual Medical Physical - reimbursement up to $600 per physical per year.

Home Internet Access through Separation Date only.

Tax and Financial Planning up to an aggregate of $20,000 through the Separation
Date and during the Salary Continuation Period paid by the Company upon
submission of invoices by the service provider.

Pension Plans

Defined Lump Sum Pension Plan - Not Vested/ Terminated with no continuing
benefit.

Supplemental Retirement Plan - Not Vested/ Terminated with no continuing
benefit.

TruServ Corporation Employee Savings and Compensation Deferral Plan (401(k)) -
as of November 4, 2004 Employee Pre-Tax account 100% vested at FMV of $35,837.49
and Company Matching Account 60% vested at Fair Market Value of Vested Balance
of $8,684.75. Lieberman will be entitled to a final Company matching
contribution based on her employment through the Separation Date of December 31,
2004 (which shall be payable in 2005 in accordance with the Company's regular
practice) to the extent the Company generally provides such matching
contributions for participants in the Plan.