Exhibit 4


                      FOURTH AMENDMENT TO CREDIT AGREEMENT
                               AND LIMITED WAIVER



FIRSTAR BANK, N. A., as Agent
(formerly known as Firstar Bank Milwaukee, N. A.)
Milwaukee, Wisconsin
and The Financial Institutions Identified Herein

Ladies and Gentlemen:

     The undersigned,  NORTHLAND CRANBERRIES, INC., a Wisconsin corporation (the
"Company") hereby requests that the undersigned financial institutions (together
with their respective successors and assigns,  collectively,  the "Banks") agree
to further amend the Credit  Agreement dated as of March 15, 1999, as amended as
of May 1, 1999,  December 29, 1999 and April 13, 2000 (the "Credit  Agreement"),
among the Company,  certain of the Banks and Firstar Bank, N. A., as agent,  and
to waive  certain  defaults,  all on the terms and  conditions  set forth below.
Capitalized  terms used herein and not defined shall have the meanings  assigned
thereto in the Credit Agreement.

     1.  Amendment  to Section  1.1.  The second  sentence of Section 1.1 of the
Credit Agreement shall be amended to read as follows:

     The revolving credit facility may be utilized by the Company in the form of
     revolving  credit  loans   (individually  a  "Revolving  Credit  Loan"  and
     collectively  the  "Revolving  Credit  Loans") from the Banks  according to
     their respective Percentages,  (ii) swing line loans (individually a "Swing
     Line Loan" and  collectively,  the "Swing Line  Loans") from the Swing Line
     Lender  pursuant to Section  1.2 hereof,  but only to the extent such Swing
     Line Loans have been made prior to July 14, 2000,  and (iii) L/Cs issued by
     the Issuer prior to July 14, 2000, upon request of the Company and in which
     each Bank shall have purchased a participation, provided that the aggregate
     amount of the  Revolving  Credit  Loans,  Swing Line  Loans,  Reimbursement
     Obligations  and the maximum  amount  available  to be drawn under all L/Cs
     outstanding at any one time shall not exceed One Hundred Fifty Five Million
     Dollars  ($155,000,000),  which  amount  shall be reduced  by Five  Million
     Dollars  ($5,000,000) on the last day of each of the first and third fiscal
     quarters of the Company commencing with the fiscal quarters ending November
     30, 2000 and May 31, 2001 and  continuing  thereafter  until the  Revolving
     Credit  Termination Date (as so reduced at any time, the "Revolving  Credit
     Commitment").

     2. Amendment to Section 1.2.  Section 1.2 of the Credit  Agreement shall be
amended to add the following sentences at the end of such Section:

          Notwithstanding  anything to the contrary  contained  herein, no Swing
          Line Loans  shall be made on or after July 14,  2000,  and each of the
          Banks  shall make a


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          Revolving  Credit  Loan in an amount  equal to its  Percentage  of the
          outstanding  Swing Line Loans, if any, as of such date,  together with
          all  accrued  and  unpaid  interest  thereon,  the  proceeds  of which
          Revolving  Credit  Loans will be paid to the Agent for the  account of
          the  Swing  Line  Lender to pay such  outstanding  Swing  Line  Loans.
          Effective  on the days such  Revolving  Credit  Loans  are  made,  the
          portion of the Swing Line Loans so paid shall no longer be outstanding
          as Swing  Line  Loans and shall no longer be due under the Swing  Line
          Note.

     3. Amendment to Section 1.5.  Section 1.5 of the Credit  Agreement shall be
amended to add the following sentence at the end of such Section:

          Notwithstanding  anything to the contrary contained herein, no further
          L/Cs shall be issued hereunder on or after July 14, 2000.

     4. Amendment to Section 2.1.  Section 2.1 of the Credit  Agreement shall be
amended to add the following sentence at the end of such Section:

          Notwithstanding  anything to the  contrary  contained  herein,  on and
          after July 14,  2000,  (i) the  Company  may no longer  select a LIBOR
          Portion for any new Revolving  Credit Loans or convert any outstanding
          Domestic Rate Portions  into LIBOR  Portions and (ii) all  outstanding
          LIBOR  Portions  shall  automatically  be converted  to Domestic  Rate
          Portions at the end of their respective Interest Rate Periods.

     5. Amendment to Section 2.2.  Section 2.2 of the Credit  Agreement shall be
amended by amending the first sentence to read as follows:

          The  Domestic  Rate  Portion  shall bear  interest  (which the Company
          promises to pay at the times herein  provided),  at the rate per annum
          equal to the Domestic Rate as in effect from time to time plus one and
          one  quarter  percent  (1.25%),  provided  that if the  Domestic  Rate
          Portion is not paid when due, after giving effect to any grace periods
          (whether by lapse of time,  acceleration  or otherwise),  such Portion
          shall bear  interest  (which the Company  promises to pay at the times
          hereinafter  provided),  whether  before  or after  judgment,  for the
          period from the date such Portion became due and until payment in full
          thereof,  at the rate per annum  determined by adding two percent (2%)
          to the interest rate which would otherwise be applicable  thereto from
          time to time.

     6. Amendment to Section 2.6.  Section 2.6 of the Credit  Agreement shall be
amended to read as follows:

          Section 2.6. INTENTIONALLY LEFT BLANK.

     7. Amendment to Section 7.4.  Section 7.4 of the Credit  Agreement shall be
amended by deleting the word "and" at the end of subsection (f) and deleting the
period at the end of subsection (g) and inserting in lieu thereof ";" and adding
the following:


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<PAGE>

               (h) as soon as  available,  and in any event within five (5) days
          of the end of each month,  commencing  with the month  ending July 31,
          2000, a copy of the Company's  accounts  receivable aging and accounts
          payable  aging  reports for the month then ended,  in form  reasonably
          satisfactory to the Agent; and

               (i)  commencing on July 21, 2000, and each Friday  thereafter,  a
          report of the  collected  balances in the  Company's  accounts at Wood
          County Bank (or any other bank or financial  institution with which it
          maintains deposit  accounts),  in form reasonably  satisfactory to the
          Agent.

     8. Amendment to Section 7.8.  Section 7.8 of the Credit  Agreement shall be
amended to read as follows:

          Section 7.8. Minimum Tangible Net Worth. The Company will continuously
     maintain  Tangible  Net Worth (i) as of June 30, 2000 and through  July 30,
     2000, of not less than One Dollar  ($1.00) plus the Company's  Tangible Net
     Worth as of May 31, 2000,  (ii) as of July 31, 2000 and through  August 30,
     2000, of not less than One Dollar  ($1.00) plus the Company's  Tangible Net
     Worth as of June 30, 2000,  and (iii) as of August 31, 2000 and  thereafter
     of not less than One Hundred  Twenty Five Million  Dollars  ($125,000,000).
     Compliance  with the provisions of this Section will be determined  without
     regard to any write ups in the value of the Company's assets or write downs
     of  its  liabilities  or  any  other  adjustments  made  which  are  not in
     conformity  with generally  accepted  accounting  principals,  applied on a
     basis  consistent  with  previous  fiscal  periods of the  Company,  unless
     otherwise agreed to in writing by the Required Banks.

     9. Defaults and Limited Waiver. The Company hereby  acknowledges and agrees
that  prior to giving  any  effect to the  amendments  to the  Credit  Agreement
contained  herein,  certain  Events of Default  have  occurred  under the Credit
Agreement on account of the Borrower's  failure to comply with the provisions of
Sections 7.8, 7.9 and 7.10 for the fiscal  periods ending March 31, April 30 and
May 31,  2000.  Upon the  effectiveness  of this  Amendment in  accordance  with
Paragraph  13, below,  the Banks agree to waive the Events of Default  described
above as of May 31,  2000.  This waiver  shall not apply to any other  Events of
Default under the Credit  Agreement  whether now existing or occurring after the
date hereof.

     10.  Consent to Sale of Certain  Real  Estate.  The Company has  previously
requested that the Banks provide their consent to the sale of certain parcels of
real estate, more particularly  described on Exhibit A hereto (the "Subject Real
Estate")  and in  connection  with such  consent  that the Agent  provide to the
Company,  any necessary  mortgage  satisfactions  and UCC releases for the same.
Subject to the terms and  conditions of this Amendment and  notwithstanding  the
provisions of Section 7.14 of the Credit Agreement, the undersigned Banks hereby
consent to the sale by the Company of the Subject Real Estate.

     11.  Additional  Conditions.  The agreements of the Banks contained  herein
have been made with the  understanding  that the  Company  will  hereafter  take
certain  actions  requested  by the Banks.  Accordingly,  the Company  agrees to
comply with the following  additional  conditions


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<PAGE>

and any  failure on the part of the Company to do so shall be deemed an Event of
Default  hereunder  and the Banks shall have all of their rights and remedies in
connection with any such Event of Default:

          (a) In  addition  to the  requirement  to  provide  audited  financial
     statements  for the fiscal  year  ending  August 31,  2000 (as  provided in
     Section 7.4 of the Credit  Agreement),  in the event such audited financial
     statements are not available by October 15, 2000, the Company shall provide
     to the Banks by no later than  October 15,  2000,  either its  accountants'
     draft of the year end financial  statements,  if  available,  or internally
     prepared financial statements for such fiscal year, together with a comfort
     letter  from the  Company's  auditors  to the effect  that such  internally
     prepared  statements  have  been  prepared  in  accordance  with  generally
     accepted accounting principles, applied on a basis consistent with previous
     statements  provided  to the  Banks,  and that  there  have been no unusual
     accounting  write  ups  or  write  downs.  The  Company  acknowledges  that
     compliance with the financial  covenants set forth in the Credit Agreement,
     as  amended  hereby,  shall  be  determined  by the  Agent  based  on those
     statements which have been provided in compliance with this Section 11(a).

          (b) A collateral  field audit of the Company  shall be commenced by no
     later than  September 8, 2000,  and the Company  shall  cooperate  with the
     parties  conducting such audit. The Company  acknowledges  that it shall be
     responsible for payment of the cost of such audit.

          (c) The  Company  shall  immediately  proceed  to retain a  turnaround
     consultant acceptable to the Banks, provided that the Banks' consent to the
     consultant selected by the Company shall not be unreasonably withheld. Such
     consultant  must be at the  Company's  headquarters  and  working  with the
     Company within fifteen (15) days of the date hereof.

          (d) The Company  shall  arrange for a meeting,  either in person or by
     teleconference,  among the  Agent,  the Banks  and the  investment  bankers
     retained by the Company, which meeting shall occur within fifteen (15) days
     of the date  hereof and shall cause the  investment  bankers to provide the
     Banks with scheduled bi-weekly updates as to the status of their efforts.

          (e) The Company shall immediately endorse to the Agent any tax refunds
     received  by  the  Company  for  pro-rata   application  to  the  Company's
     obligations  to the Banks,  unless the Banks  otherwise  permit use of such
     funds by the Company.

          (f) The Company  shall pay to Chicago  Title  Insurance  Company by no
     later than August 11, 2000, Seventy Five Thousand Eight Hundred Seventy Six
     and 80/100 Dollars ($75,876.80) due to Chicago Title for recording fees and
     the title  insurance  purchased for the Banks in connection with the March,
     1999, closing of the credit facility.

          (g) The Company  shall provide to the Agent within thirty (30) days of
     the date hereof a list of all owned and leased  properties  of the Company,
     including a brief


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<PAGE>

     description of the use of the property as well as a full legal  description
     for each of the same.  Further,  the  Company  shall  provide  to the Agent
     within fifteen (15) days of the date hereof  complete  copies of all credit
     and  collateral  documentation  between  the  Company  and  Equitable  Life
     Assurance  Society of the United States (the  "Equitable  Documents").  The
     Company  acknowledges  that if the Equitable  Documents do not prohibit the
     granting  of a junior lien on the  property  covered  thereby,  the Company
     shall execute and deliver to the Agent, for the benefit of the Banks,  such
     mortgages on such properties as may be requested by the Agent.

     12.  Amendment  and  Waiver  Fee.  In the event any  Event of  Default  has
occurred and is continuing  as of August 31, 2000,  and the Banks agree to waive
such Event or Events of Default,  then in  consideration  of the Banks providing
such waivers, the Company shall pay to the Agent for the pro rata account of the
Banks a fully earned,  non-refundable  fee in the amount of One Hundred Thousand
Dollars  ($100,000),  which fee shall be immediately  due and payable as of such
date,  but no other fee or increase in interest  rates shall be  implemented  if
such waivers are given. The provisions in this Amendment for payment of such fee
shall not constitute or imply an agreement by the Banks to any such waiver.

     13.  Effectiveness.  This Amendment  shall become  effective as of July 17,
2000,  upon the Agent's receipt of a copy of this Amendment duly executed by the
Company and the Required Banks, together with the following:

          (a) Mortgage  executed by the Company  with  respect to the  Company's
     headquarters at 800 First Avenue South,  Wisconsin  Rapids,  Wisconsin (the
     "Headquarters Mortgage");

          (b) a  certificate  of the  Secretary  of the  Company  as to (i)  the
     continued   effectiveness,   without   amendment,   of  the   Articles   of
     Incorporation and Bylaws of the Company delivered to the Agent on March 14,
     1999, (ii) the signatures of officers of the Company  authorized to execute
     this  Amendment  and the  Headquarters  Mortgage,  and (iii)  the  attached
     resolutions  authorizing the  transactions  contemplated by this Amendment;
     and

          (c) A copy of Ocean Spray's annual report or financial statements.

Notwithstanding delivery of the Headquarters Mortgage hereunder, the Banks agree
that such  mortgage  shall not be recorded  until after July 24,  2000,  or such
earlier  date as the Banks  meet  with the  Company  to  discuss  the  Company's
performance and other matters addressed herein.

     14.  Representations  and Warranties of the Company. In order to induce the
Banks to enter into this Amendment and in recognition of the fact that the Banks
are acting in reliance  thereupon,  the Company  represents  and warrants to the
Banks as follows:

     (a) The  Company  has the  corporate  power and  authority  to enter  into,
deliver and issue this Amendment and the  Headquarters  Mortgage and to continue
to borrow  under the Credit  Agreement,  as amended  hereby.  Each of the Credit
Agreement,  as


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<PAGE>

amended hereby, this Amendment and the Headquarters  Mortgage when duly executed
on behalf of the Company, constitute the legal, valid and binding obligations of
the Company, enforceable against the Company in accordance with their terms; and

          (b) The execution and delivery of this Amendment and the  Headquarters
     Mortgage and the  prospective  borrowing and  performance by the Company of
     its obligations  under the Credit Agreement,  as amended hereby,  have been
     authorized by all necessary action on the part of the Company; and

          (c) The representations and warranties of the Company contained in the
     Credit Agreement,  as amended hereby,  are true and correct in all material
     respects as of the date of this  Amendment  as though made on and as of the
     date of this Amendment; and

          (d) Except as provided in Paragraph  9, above,  as of the date of this
     Amendment  no Event of Default,  or default  which with the passage of time
     would  constitute  an Event of  Default  under the  Credit  Agreement,  has
     occurred and is continuing; and

          (e) The  Company  is liable,  without  offset,  counterclaim  or other
     defense, for all obligations of the Company to the Banks; and

          (f) No information,  financial statement,  exhibit or report furnished
     by the  Company  to the Agent in  connection  with the  negotiation  of, or
     pursuant to, this Amendment, contains any material misstatement of fact, or
     omits to state a material  fact,  or omits any fact  necessary  to make the
     statements  contained therein,  in light of the circumstances in which they
     were made, not misleading as of the date when made.

     15.  Counterparts.  This  Amendment  may  be  executed  in  any  number  of
counterparts,  and by different parties hereto on separate counterparts, and all
such counterparts  taken together shall be deemed to constitute one and the same
instrument.

     16. Miscellaneous.

          (a) Each reference in the Credit  Agreement to "this  Agreement" shall
     be deemed a reference to the Credit Agreement as amended by this Amendment.

          (b) In  accordance  with  Section  10.4 of the Credit  Agreement,  the
     Company shall pay or reimburse the Agent for all of its expenses, including
     reasonable  attorneys' fees and expenses,  incurred in connection with this
     Amendment,  for the  preparation,  examination and approval of documents in
     connection  herewith,  the  preparation  hereof and  expenses  incurred  in
     connection herewith.

          (c) This Amendment is being  delivered and is intended to be performed
     in the State of Wisconsin and shall be construed and enforced in accordance
     with the laws of that state without  regard for the principals of conflicts
     of laws.


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<PAGE>

          (d)  Except as  expressly  modified  or  amended  herein,  the  Credit
     Agreement  shall  continue in effect and shall continue to bind the parties
     hereto.  This Amendment is limited to the terms and  conditions  hereof and
     shall not  constitute  a  modification,  acceptance  or waiver of any other
     provision of the Credit Agreement.

     If this  Fourth  Amendment  to  Credit  Agreement  and  Limited  Waiver  is
satisfactory  to you,  please  sign  the form of  acceptance  below.  Dated  and
effective as of the 17th day of July, 2000.

                                          Very truly yours,

                                          NORTHLAND CRANBERRIES, INC.



                                          By:/s/ John Swendrowski
                                             ----------------------------------
                                          Its: Chairman and Chief Executive
                                                  Officer


     Accepted and agreed to as of the day and year last above written.

                                          FIRSTAR BANK, N. A.



                                          By:/s/ Ronald Shapiro
                                             ----------------------------------
                                          Its: Vice President

                                          Address:

                                          777 East Wisconsin Avenue
                                          Milwaukee, Wisconsin  53202
                                          Attention: Ronald Shapiro, Vice
                                                        President


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<PAGE>

                                          WELLS FARGO BANK MINNESOTA, N.A.
                                          (formerly known as Norwest
                                          Bank Minnesota, N. A.)



                                          By:
                                             -----------------------------------
                                          Its:
                                              ----------------------------------

                                          Address:

                                          Sixth Street and Marquette Avenue
                                          MAC N9305-114
                                          Minneapolis, Minnesota 55479
                                          Attention: Gary Lechko, Vice President



                                          U.S. BANK NATIONAL ASSOCIATION



                                          By:  /s/  Michael M. Fordney
                                             -----------------------------------
                                                Michael M. Fordney
                                          Its:  Senior Vice President

                                          Address:

                                          201 West Wisconsin Avenue
                                          Milwaukee, Wisconsin  53259-0911
                                          Attention: Michael Fordney, Senior
                                                       Vice President



                                          BANK OF AMERICA, NATIONAL
                                           ASSOCIATION



                                          By:  /s/  Ariste Reno
                                             -----------------------------------
                                                Ariste Reno
                                          Its:  Senior Vice President

                                          Address:

                                          231 South LaSalle Street
                                          Chicago, Illinois  60697
                                          Attention: Edward L. Cooper III,
                                                       Senior Vice President


                                       8
<PAGE>

                                          ST. FRANCIS BANK, F.S.B.



                                          By: /s/ John C. Tans
                                             ----------------------------------
                                          Its: Vice President

                                          Address:
                                          13400 Bishops Lane, Suite 190
                                          Brookfield, Wisconsin  53005-6203
                                          Attention: John Tans, Vice President/
                                                       Commercial Banking


                                          M&I MARSHALL & ILSLEY BANK



                                          By: /s/ Robert Nielsen
                                             ----------------------------------
                                          Its: Vice President



                                          By: /s/ Ann M. Benschoter
                                             ----------------------------------
                                          Its: Vice President

                                          Address:

                                          770 North Water Street
                                          Milwaukee, Wisconsin  53202
                                          Attention: Robert Nielson, Vice
                                                       President



                                          FLEET CAPITAL CORPORATION



                                          By:
                                             -----------------------------------
                                          Its:
                                              ----------------------------------

                                          Address:

                                          20800 Swenson Drive, Suite 350
                                          Post Office Box 1641
                                          Waukesha, Wisconsin  53187
                                          Attention: Edward M. Bartkowski,
                                                        Vice President


                                       9
<PAGE>

                                          BANK ONE, NA



                                          By: /s/ Jack Bastian
                                             ----------------------------------
                                          Its: Vice President

                                          Address:

                                          111 East Wisconsin Avenue
                                          Milwaukee, Wisconsin  53202
                                          Attention: Jack Bastian, Vice
                                                       President



                                          LaSALLE BANK NATIONAL ASSOCIATION



                                          By: /s/ James A. Meyer
                                             ----------------------------------
                                          Its: First Vice President

                                          Address:

                                          411 East Wisconsin Avenue
                                          Milwaukee, Wisconsin  53202
                                          Attention: James A. Meyer, First
                                                       Vice President


                                       10
<PAGE>

                                    Exhibit A



Parcels of land for sale by Northland Cranberries, Inc. located in:

Village of Jackson, Washington County, Wisconsin:

     *    Two parcels  divided as Parcel A and Parcel A1, to be used for roadway
          expansion  by the Village.  The parcels  extend along the East Side of
          Jackson  Drive and abut the North Side of Hickory  Lane in the Village
          of Jackson.

          Buyer:  Village of Jackson

     *    150-acre  vacant  parcel  located  several miles east of the Northland
          Cranberries, Inc. plant in Jackson, Wisconsin.

          Buyer:  Wisconsin Department of Natural Resources


Town of Manitowish Waters, Vilas County, Wisconsin:

     *    11-acre abandoned parcel of non-contiguous land, which includes an old
          sandpit and storage shed.

          Buyer:  Care Takers, LLC, a Wisconsin corporation

Two of Pembroke, Plymouth County, Massachusetts:

     *    Parcel is a non-producing parcel known as Bog 11.