SECURITIES AND EXCHANGE COMMISSION

                     Washington, D.C. 20549


                           FORM 8-K

                         CURRENT REPORT
               Pursuant to Section 13 or 15(d) of the
                  Securities Exchange Act of 1934

                         January 30, 1997      
          Date of Report (Date of earliest event reported)



                   Nor'Wester Brewing Company, Inc.     
       (Exact name of registrant as specified in its charter)



    Oregon                  0-27458              93-1099661
(State or other           (Commission          (IRS Employer
 jurisdiction of )          File No.)        Identification No.)
 of incorporation

                       66 SE Morrison Street
                       Portland, Oregon 97214
                           (503) 232-9771
            (Address of principal executive offices)
             

                           Not applicable                       
    (Former name or former address, if changed since last report)


Item 5.     Other Events.

     On January 30, 1997, Nor'Wester Brewing Company, Inc. ("Nor'Wester") and
Willamette Valley, Inc. Microbreweries Across America ("WVI"), a public 
holding company comprised of three partially-owned public subsidiaries, 
Aviator Ales, Inc. ("AAI"), Bayhawk Ales, Inc. ("BAI"), and Mile High Brewing
of Denver ("MHB"), Colorado, announced the signing of a definitive investment
agreement with United Breweries of America, Inc. ("UBA"), an affiliate of The
UB Group of Bangalore, India.

     Under the terms of the agreement, UBA will invest $8.63 million in cash 
in exchange for a 45% equity interest in a new entity comprised of the 
consolidated businesses of Nor'Wester (which includes Nor'Wester Brewing of 
Portland, Oregon and North Country Brewing of Saratoga Springs, New York), 
WVI and WVI's partially-owned public subsidiaries.  The consolidation is 
expected to occur by the end of the second quarter of 1997, pending approval 
by the various companies' shareholders.  The new entity will be a holding 
company for five craft breweries being consolidated and will operate under 
the name, United Craft Brewers, Inc.

     Of the $8.63 million investment by UBA, $2.75 million is in the form of 
bridge loans conditionally available to Nor'Wester during the consolidation 
phase to cover any shortfalls in operating cash or payments required to be 
made to existing creditors.  Of this amount, $1,000,000 has previously been 
loaned.  In addition to obtaining a perfected security interest in all the 
assets of North Country Brewing, among other conditions, all advances under 
the bridge loan are conditioned upon there being no material adverse change 
in the business of the various brewing companies taken as a whole.  At 
closing, the $2.75 million in loans and the remaining $5.88 million cash 
investment will be converted into shares of United Craft Brewers.

     Jim Bernau, President of Nor'Wester and WVI, is transferring to UBA part
of his existing equity stake in the regional breweries.  He will receive no 
cash consideration in this transaction, and as a result of the transfer, UBA 
will own 45% of United Craft Brewers, with Bernau owning 10% of the new 
company. The public shareholders of Nor'Wester and WVI, Aviator Ales, Bayhawk
Ales and Mile High Brewing will own the remaining 45% of United Craft 
Brewers.  The terms of UBA's investment as set forth in the definitive 
investment agreement differ from and supersede the terms of a Letter of 
Intent between the parties dated September 18, 1996, previously disclosed by 
the Company. 

     Mr. Bernau will serve as President of United Craft Brewers and will be a
member of the Board of Directors.  Vijay Mallya, Chairman of The UB Group, 
will serve as Chairman of the Board of United Craft Brewers.

     United Craft Brewers intends to acquire other craft brewers in the U.S. 
to expand its alliance of breweries.  Furthermore, United Craft Brewers 
intends to utilize The UB Group's experience and resources to pursue 
international opportunities for its craft beer alliance.

     The UBA investment is subject to several closing conditions including 
(i) registration with the Securities and Exchange Commission of the United 
Craft Brewers shares to be issued to the public shareholders of Nor'Wester, 
WVI and WVI's subsidiary breweries in the consolidation as well as to UBA in 
its investment, (ii) successful completion of the consolidation of the 
regional breweries including approval by the shareholders of Nor'Wester, WVI 
and each of WVI's subsidiary breweries, and (iii) the achievement of certain 
designated or agreed operating results by the breweries.  The investment is 
expected to close on or about June 1997.

     The consolidation is expected to be accomplished through a series of 
stock-for-stock mergers whereby shareholders of Nor'Wester, WVI and its 
subsidiaries-Aviator, Mile High and Bayhawk-will each exchange their 
respective shares for shares of United Craft Brewers according to the 
following exchange ratios (based on an average closing price for Nor'Wester's
common stock of $2.63 for the 20 trading days immediately preceding execution 
of the definitive investment):  Nor'Wester-1:1, WVI-1.99159:1; 
Aviator-2.98739:1; Mile High-2.98739:1; and Bayhawk-1.99159:1. Following 
consolidation and UBA's investment, the combined entity will have 
approximately 13 million shares outstanding.

     The Company believes that the information set forth in this Form 8-K and
the Press Release dated January 30, 1997, and attached as an exhibit hereto 
include "forward looking statements" within the meaning of Section 27A of the
Securities Act and are subject to the safe harbor created by that Section.  
In particular, there can be no assurance that the consolidation will be 
approved by the shareholders of the various companies, that each of the other
closing conditions to the definitive investment agreement will be met in time
to close or that the investment will ultimately close.  Furthermore, even if 
the UBA investment closes, there can be no assurance that UCB will have 
adequate capital to pursue acquisitions of, or alliances with, other craft 
brewers in the U.S. and internationally, nor can there be any assurance of 
continued or additional market acceptance in the U.S. or internationally of 
UCBs' beers and ales.  Finally, during the consolidation phase, there can be no 
assurance that Nor'Wester will meet each of the conditions required to 
receive a bridge loan advance from UBA at the time such advance is needed.  
There are additional risks and uncertainties that could cause the actual 
results to differ materially from the forward-looking statements including, 
but not limited to, the factors discussed in Nor'Wester's Securities and 
Exchange Commission filings.

     Nor'Wester's press release regarding UBA's investment in Nor'Wester is 
incorporated herein by reference and filed as an exhibit to this Form 8-K.

Item 7.     Financial Statements, Pro Forma Financial Information and Exhibits.

     Exhibits

          Number                     Description

          99.1                       Press Release dated as of   
                                     January 30, 1997

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 thereunto duly authorized. 

                              Nor'Wester Brewing Company, INC.


Date: January 30, 1997        By:/s/ James W. Bernau
                                     James W. Bernau
                                     President

EXHIBIT INDEX


Exhibit No.    Description                                   Page


99.1           Press Release dated as of January 30, 1997

	

          UB GROUP SIGNS DEFINITIVE INVESTMENT AGREEMENT
                 WITH FIVE U.S. MICROBREWERIES
U.S. Craft Breweries to be Subsidiaries of New Holding Company;
           UB to Hold 45% Stake in Consolidated Entity

     Portland, OR  January 30, 1997 -- Nor`Wester Brewing Company (Nasdaq: 
ALES) and Willamette Valley, Inc./Microbreweries Across America, a non-listed
public holding company comprised of three partially-owned public subsidiaries
-- Aviator Ales, Inc. of Woodinville, WA; Bayhawk Ales, Inc. of Irvine, CA; 
and Mile High Brewing of Denver, CO. -- today announced the signing of a 
definitive investment agreement with United Breweries of America, Inc. 
("UBA"), an affiliate of The UB Group of Bangalore, India.  Under the terms 
of the agreement, UBA will invest $8.63 million in cash in exchange for a 45%
equity interest in a new entity comprised of the consolidated businesses of 
Nor`Wester Brewing Company -- including Nor`Wester Brewing of Portland, OR 
and North Country Brewing of Saratoga Springs, NY -- and WVI/Microbreweries 
Across America.  The consolidation is currently expected to occur by the end 
of the second quarter of 1997, pending approval of the various companies' 
shareholders.  The new entity will be a holding company for the five craft 
breweries being consolidated and will operate under the new name, United 
Craft Brewers, Inc..  The company will be traded on the Nasdaq National 
Market System under the symbol ALES.  Of the $8.63 million investment by UBA,
$2.75 million is in the form of bridge loans conditionally available to 
Nor`Wester during the consolidation phase ($1,000,000 has already been 
loaned).  At closing, the $2.75 million in loans and the remaining $5.88 
million cash investment will be converted into shares of United Craft Brewers.
Jim Bernau, founder and president of both Nor`Wester Brewing and WVI-
Microbreweries Across America, is transferring to UBA part of his existing 
equity stake in the regional microbreweries.  He will receive no cash 
consideration in this transaction, and as a result of the transfer, UBA will 
own 45% of United Craft Brewers, with Bernau owning 10% of the new company.  
The public shareholders of Nor`Wester Brewing and WVI-Microbreweries Across 
America will own the remaining 45% of United Craft Brewers.  The terms of 
UBA's investment as set forth in the definitive investment agreement differ 
from and supersede the terms of a Letter of Intent between the parties dated 
September 18, 1996.  Bernau will serve as President of United Craft Brewers and 
will be a member of the Board of Directors.  Vijay Mallya, Chairman of The UB
Group, will serve as Chairman of the Board of the new company. "The signing 
of this agreement puts our goal of creating a national craft brewing alliance
one large step closer to realization," said Bernau.  "And because we will be 
benefiting from the experience and resources of The UB Group, I firmly 
believe that the alliance is also a very large step closer to success."
     Bernau noted that The UB Group and Vijay Mallya have pursued an 
operating philosophy similar to that of the microbreweries in the alliance.  
"The UB Group is India's largest beer producer, but it is comprised of twelve
smaller, individual breweries that each pursues a craft beer approach to 
producing lagers and ales," he explained.  "This emphasis on smaller scale 
brewing will be at the heart of United Craft Brewers.  We couldn't have found a 
better partner to join us as we build this national alliance of leading 
microbreweries."  Mallya agreed that the investment will significantly 
strengthen -- and potentially expand  -- the craft brewing alliance. 
"Nor`Wester and the other breweries being consolidated in the new company 
make some of the best ales and lagers in America," Mallya said.  "Our goal 
now is twofold: first, to enhance the financial, marketing and operating 
strength of these breweries, and second, to bring other like-minded U.S. craft 
brewers under the UCB umbrella.  In addition, UCB intends to leverage the UB 
Group's strengths to pursue international opportunities for the craft beer 
market.  "By expanding the size of this unique microbrewery alliance, we will
gain important economies of scale in manufacturing, marketing and 
distribution -- all while maintaining and enhancing the unique character and 
individual excellence that have made craft brewed beer increasingly popular 
in America and elsewhere."  Successful consolidation of the regional 
breweries is a precondition for closing of the investment by UBA, as is the 
achievement of certain operating results by the five breweries.  The 
investment is expected to close shortly after the consolidation is completed.
The consolidation is expected to be accomplished through a series of stock-
for-stock mergers whereby shareholders of Nor'Wester, WVI/Microbreweries 
Across America and its subsidiaries -- Aviator, Mile High and Bayhawk -- will
each exchange their respective shares for shares of United Craft Brewers 
according to the following exchange ratios which are based on an average 
closing price of $2.63 for Nor'Wester's common stock for the 20 trading days 
immediately preceding execution of the definitive investment :  Nor'Wester --
1:1; WVI -- 1.99159:1; Aviator -- 2.98739:1; Mile High -- 2.98739:1; and 
Bayhawk -- 1.99159:1.  Following consolidation and UBA's investment, the 
combined entity will have approximately 13 million shares outstanding.  The 
Nor`Wester Brewing Company and WVI--Microbreweries Across America were 
founded by Jim Bernau with his first microbrewery, Nor`Wester in Portland, 
Oregon in 1993.  Bernau is also founder and president of Willamette Valley 
Vineyards in Salem, Oregon (Nasdaq: WVVI). The UB Group is a global beer and 
spirits company operating in 20 countries on four continents.
     [Note: this press release contains forward-looking statements that are 
made pursuant to the safe harbor provisions of The Private Securities 
Litigation Reform Act of 1995.  The forward-looking statements involve risks 
and uncertainties that could cause actual results to differ materially from 
the forward-looking statements, including, but not limited to, the factors 
detailed in the Securities and Exchange Commission filings of Nor'Wester, 
Willamette Valley, Inc. Microbreweries across America, Aviator Ales, Inc., 
Mile High Brewing Company, Inc. and Bayhawk Ales, Inc.  The forward-looking 
statements should be considered in light of these risks and uncertainties.]