SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                    FORM 10-Q
(Mark One)

X    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
     SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended May 31, 2000
                               ------------------
                                       OR

     TRANSITION REPORT PURSUANT TO SECTION 13 AND 15(d) OF THE
     SECURITIES EXCHANGE ACT OF 1934

For the transition period from ________to ________

                         Commission File Number 0-16130
                                                -------

                           NORTHLAND CRANBERRIES, INC.
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

          Wisconsin                                    39-1583759
--------------------------------------------------------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
Incorporation or organization)

                             800 First Avenue South
                                  P.O. Box 8020
                     Wisconsin Rapids, Wisconsin 54495-8020
--------------------------------------------------------------------------------
                    (Address of Principal Executive Offices)

Registrant's telephone number, including area code (715) 424-4444
                                                   --------------

--------------------------------------------------------------------------------
Former  name,  former  address and former  fiscal  year,  if changed  since last
report.

     Indicate  by check mark  whether the  registrant  (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the  Securities  Exchange Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days.  Yes _X_   No __

APPLICABLE  ONLY TO  ISSUERS  INVOLVED  IN  BANKRUPTCY  PROCEEDINGS  DURING  THE
PRECEDING FIVE YEARS:

     Indicate by check mark whether the  registrant  has filed all documents and
reports  required  to be filed by  Sections  12, 13 or 15 (d) of the  Securities
Exchange Act of 1934 subsequent to the  distribution of securities  under a plan
confirmed by a court.  Yes ___ No ___

     APPLICABLE  ONLY TO  CORPORATE  ISSUERS:  Indicate  the  number  of  shares
outstanding  of each of the issuer's  classes of common stock,  as of the latest
practicable date:

Class A Common Stock          July 12, 2000               19,702,221
Class B Common Stock          July 12, 2000                  636,202

<PAGE>

                           NORTHLAND CRANBERRIES, INC.
                                 FORM 10-Q INDEX

PART I.     FINANCIAL INFORMATION                                           PAGE

   Item 1.  Financial Statements

            Condensed Consolidated Balance Sheets.............................3

            Condensed Consolidated Statements of Operations...................4

            Condensed Consolidated  Statements of Cash Flows..................5

            Notes to Condensed Consolidated Financial Statements..............6

   Item 2.  Management's Discussion and Analysis of Financial
               Condition and Results of Operations..........................7-11

   Item 3.  Quantitative and Qualitative Disclosure About
               Market Risk...................................................12

PART II.    OTHER INFORMATION

   Item 1.  Legal Proceedings................................................13

   Item 6.  Exhibits and Reports on Form 8-K.................................14

            SIGNATURE........................................................15


                                      -2-
<PAGE>

                         PART I - FINANCIAL INFORMATION

ITEM 1.   FINANCIAL STATEMENTS
------------------------------
                           NORTHLAND CRANBERRIES, INC.
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                             (DOLLARS IN THOUSANDS)
                                     ASSETS
                                                     (Unaudited)
                                                       May 31,       August 31,
                                                        2000            1999
                                                     ------------   -----------
Current assets:
     Cash and cash equivalents                       $      166     $      769
     Accounts and notes receivable                       30,773         35,453
     Inventories                                         99,067         97,060
     Prepaid expenses                                     4,839          3,870
     Deferred income taxes                                2,310          4,332
                                                     -----------    -----------
          Total current assets                          137,155        141,484

Property and equipment - at cost                        213,149        207,071
     Less accumulated depreciation                       44,148         37,651
                                                     -----------    -----------
          Property and equipment, net                   169,001        169,420

Note receivable, less current maturities                 26,500             --
Trademarks, tradenames and goodwill, net                 17,952         41,074
Other assets                                              3,003          2,943
                                                     -----------    -----------

      Total assets                                   $  353,611     $  354,921
                                                     ==========     ==========

                      LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
     Accounts payable                                $   30,447     $   18,637
     Accrued liabilities                                  9,756          9,925
     Current portion of long-term debt                    2,540          2,354
                                                     -----------    -----------
          Total current liabilities                      42,743         30,916

Long-term debt                                          177,663        147,797
Deferred income taxes                                        --         15,655

Shareholders' equity:
     Common stock-Class A, $.01 par value,
          19,702,221 and 19,655,621 shares issued
          and outstanding, respectively                     197            196
     Common stock-Class B, $.01 par value, 636,202
          Shares issued and outstanding                       6              6
     Additional paid-in capital                         148,977        148,769
     Retained earnings (accumulated deficit)            (15,975)        11,582
                                                     -----------    -----------
          Total shareholders' equity                    133,205        160,553
                                                     -----------    -----------

     Total liabilities and shareholders' equity      $  353,611     $  354,921
                                                     ==========     ==========

   See accompanying notes to the condensed consolidated financial statements.

<TABLE>
                                      -3-
<PAGE>

                                            NORTHLAND CRANBERRIES, INC.
                                  CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                  (DOLLARS IN THOUSANDS EXCEPT PER SHARE AMOUNTS)
                                                    (Unaudited)
<CAPTION>

                                                            For the three                  For the nine
                                                            months ended                   months ended
                                                       May 31,        May 31,        May 31,        May 31,
                                                        2000           1999           2000           1999
                                                     ----------     ----------     ----------     -----------
<S>                                                  <C>            <C>            <C>            <C>
Revenues                                             $   61,417     $   70,895     $  205,005     $   160,232

Cost of sales                                            39,322         47,314        163,918         102,548
                                                     ----------     ----------     ----------     -----------

Gross profit                                             22,095         23,581         41,087          57,684

Selling, general and administrative
  expenses                                               25,425         17,968         71,973          48,438

Gain on disposal of business                             (2,144)            --         (2,144)             --
                                                     ----------     ----------     ----------     -----------

Income (loss) from operations                            (1,186)         5,613        (28,742)          9,246

Interest expense                                         (3,908)        (2,614)       (10,311)         (5,904)

Interest income                                             684             --            684              --
                                                     ----------     ----------     ----------     -----------

Income (loss) before income taxes                        (4,410)         2,999        (38,369)          3,342

Income taxes (benefit)                                       --          1,184        (13,244)          1,339
                                                     ----------     ----------     ----------     -----------

Net income (loss)                                    $   (4,410)    $    1,815     $  (25,125)    $     2,003
                                                     ==========     ==========     ==========     ===========

Net income (loss) per share:
          Basic                                      $    (0.22)    $     0.09     $    (1.19)    $      0.10
                                                     ==========     ==========     ==========     ===========

          Diluted                                    $    (0.22)    $     0.09     $    (1.19)    $      0.10
                                                     ==========     ==========     ==========     ===========
</TABLE>


   See accompanying notes to the condensed consolidated financial statements.


                                      -4-
<PAGE>
<TABLE>
                                     NORTHLAND CRANBERRIES, INC.
                           CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                       (DOLLARS IN THOUSANDS)
                                             (Unaudited)
<CAPTION>
                                                                                      For the nine months ended

                                                                                       May 31,           May 31,
                                                                                        2000              1999
                                                                                    -------------     -------------
Operating activities:
<S>                                                                                  <C>               <C>
     Net income (loss)                                                               $  (25,125)       $    2,003
     Adjustments to reconcile net income (loss) to net cash
          used in operating activities:
              Depreciation and amortization of property and equipment                     6,497             5,739
              Amortization of tradenames, trademarks and goodwill                         1,414               760
              Provision (benefit) for deferred income taxes                             (13,636)              978
              Inventory lower of cost or market adjustment                               27,000                --
              Gain on disposal of business                                               (2,144)               --
              Changes in assets and liabilities
                 (net of effects of business acquisitions and disposition):
                      Receivables and prepaid expenses                                     (647)           (7,296)
                       Inventories                                                      (35,642)          (41,526)
                       Accounts payable and accrued liabilities                          14,149               916
                                                                                    -------------     -------------
               Net cash used in operating activities                                    (28,134)          (38,426)
                                                                                    -------------     -------------

Investing activities:
     Acquisitions of businesses                                                              --           (31,700)
     Proceeds from disposition of business                                                7,072                --
     Property and equipment purchases                                                    (5,704)           (6,186)
     Other                                                                                 (856)             (494)
                                                                                    -------------     -------------
          Net cash provided by (used in) investing activities                               512           (38,380)
                                                                                    -------------     -------------

Financing activities:
     Net increase in borrowings under revolving credit facilities                        30,750            87,150
     Payments on long-term debt                                                          (1,508)           (8,460)
     Dividends paid                                                                      (2,432)           (2,385)
     Proceeds from exercise of stock options                                                209               359
     Other                                                                                   --              (249)
                                                                                    -------------     -------------
          Net cash provided by financing activities                                      27,019            76,415
                                                                                    -------------     -------------

Net decrease in cash and cash equivalents                                                  (603)             (391)

Cash and cash equivalents
     Beginning of period                                                                    769               633
                                                                                    -------------     -------------

     End of period                                                                   $      166        $      242
                                                                                     ==========        ==========

Supplemental cash flow information:
     Cash paid for:
          Interest (net of amounts capitalized)                                      $    8,233        $    5,227
          Income taxes, net                                                          $      846        $      409

</TABLE>

   See accompanying notes to the condensed consolidated financial statements.


                                          -5-
<PAGE>

                           NORTHLAND CRANBERRIES, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1    BASIS OF PRESENTATION
-------------------------------

     The condensed  consolidated  financial statements included herein have been
prepared by Northland Cranberries,  Inc. (the "Company") without audit, pursuant
to the rules and regulations of the Securities and Exchange  Commission.  In the
opinion  of the  Company,  the  foregoing  statements  contain  all  adjustments
necessary to present fairly the financial  position of the Company as of May 31,
2000, the results of its operations for the three-month  and nine-month  periods
ended May 31, 2000 and 1999, respectively, and its cash flows for the nine-month
periods ended May 31, 2000 and 1999,  respectively.  The Company's  consolidated
balance  sheet as of August  31,  1999  included  herein has been taken from the
Company's  audited  financial  statements of that date included in the Company's
latest annual report.

     Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting  principles
have been omitted pursuant to such rules and  regulations,  although the Company
believes that the disclosures are adequate to make the information presented not
misleading.  It is suggested that these  condensed  financial  statements can be
read in conjunction with the financial statements and the notes thereto included
in the Company's latest annual report.

     Certain amounts  previously  reported have been  reclassified to conform to
the current presentation.

     The   Company    periodically   reviews   long-lived   assets   to   assess
recoverability,  and  impairments  will be recognized in operating  results if a
permanent diminution in value occurs.


                                      -6-
<PAGE>

ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
--------------------------------------------------------------------------------
OF OPERATIONS
-------------

GENERAL

     On March 8, 2000, we completed the sale of our private label juice business
to Cliffstar Corporation ("Cliffstar"),  based in Dunkirk, New York. The private
label juice business  assets we sold  consisted  primarily of finished goods and
work-in-process  inventories, raw materials inventories consisting of labels and
ingredients  that relate to customers of the private label juice business (other
than cranberry juice and cranberry juice  concentrates),  certain trademarks and
goodwill,  contracts relating to the purchase of raw materials inventory and the
sale of products, and 135,000 gallons of cranberry juice concentrate.  No plants
or  equipment  were  included  in  the  sale.  Cliffstar  also  assumed  certain
obligations under purchased contracts.  In connection with the sale, we received
from Cliffstar an unsecured,  subordinated promissory note for $28 million which
will be amortized  over six years and bears interest at a rate of 10% per annum,
as well as approximately $7.1 million in cash (subject to potential post-closing
adjustments) related to inventory transferred to Cliffstar on the closing date.

     Additionally,  Cliffstar is contractually  obligated to make certain annual
earn-out  payments to us for a period of six years from the  closing  date based
generally on operating profit from Cliffstar's sale of cranberry juice products.
We may also receive additional amounts related to inventory following completion
of a transition period and final inventory adjustments, as well as approximately
$2.7 million in  installment  payments  over the  remainder of the year 2000 for
cranberry concentrate sold to Cliffstar.  We also entered into certain ancillary
agreements with Cliffstar,  including among them a Co-packing Agreement pursuant
to which we will pack specified  quantities of Cliffstar  juice products  during
each year of the period in which Cliffstar is making earn-out payments to us.

     Please see "Part II - Other Information - Item 1 - Legal Proceedings" for a
discussion of a lawsuit  involving this  transaction  that was recently filed by
Cliffstar.

     The United States  Department  of  Agriculture  recently  adopted a federal
marketing order that had previously been recommended by the Cranberry  Marketing
Committee. The order is applicable to the entire domestic cranberry industry and
will generally operate to reduce the  industry-wide  cranberry crop for the year
2000 from the levels that would  otherwise  have existed.  Our efforts to comply
with the marketing order will include reducing  cranberry  production on certain
of our  properties  with the highest per barrel costs of  production.  We cannot
determine  whether or to what extent the marketing order will impact our results
of operations.

RESULTS OF OPERATIONS

     Total  revenues for the three months ended May 31, 2000 were $61.4 million,
a 13.4%  decrease  over  revenues  of $70.9  million in the prior  year's  third
quarter.  Revenues for the nine-month  period ended May 31, 2000 increased 27.9%
to $205.0 million from $160.2 million during the same period in fiscal 1999. The
private  label  juice  business,  which we sold to  Cliffstar,  had  revenues of
approximately  $1.2 million and $11.5 million for the three months ended May 31,
2000 and  1999,  respectively,  and  approximately  $20.2 and $26.6 for the nine


                                      -7-
<PAGE>

months ended May 31, 2000 and 1999, respectively. The decreased revenues for the
three-month  period were  primarily  due to the sale of the private  label juice
business.  The increased revenues in the nine-month period were primarily due to
the effects of a full nine months of sales of our Seneca branded products, which
we acquired on  December  30,  1998,  as well as  increases  over the prior year
period in our co-packing sales and sales to the foodservice channels, all offset
by the loss of revenue related to the private label juice business that we sold.
Trade  industry  data for the 12-week  period ended May 21, 2000 showed that our
Northland  brand  100%  juice  products  achieved  a 10.0%  market  share of the
supermarket  shelf-stable  cranberry beverage category on a national basis, down
from a 13.4%  market share for the 12-week  period ended May 23, 1999.  However,
that decrease was offset by gains in market share of our Seneca brand  cranberry
juice product line,  resulting in a total  combined  market share of supermarket
shelf-stable  cranberry  beverages for our Northland and Seneca branded  product
lines of 12.9% for the 12-week period ended May 21, 2000.

     In the second  quarter of fiscal 2000, we took a $(27.0)  million  pre-tax,
non-cash,  lower of cost or market  charge to cost of sales  which  resulted  in
reducing the carrying  value of our  cranberry  inventory to market  value.  The
charge  amounted  to an  $(0.81)  per  share  loss on an  after-tax  basis.  The
write-down  was required under  generally  accepted  accounting  principles as a
result of (i) the rapid decline in per-barrel  prices of  cranberries;  (ii) our
historical fixed price cranberry crop purchase contracts with other growers that
locked in these higher prices to growers who delivered their  cranberries to us;
and (iii) the increased  levels of  competitive  price  discounting  and selling
activities  necessary  to sell product in the  marketplace.  We have revised our
cranberry crop purchase  agreements so that our cranberry crop purchase  pricing
now adjusts to correspond with then current cranberry market prices.

     Cost of sales  for the third  quarter  of  fiscal  2000 was  $39.3  million
compared to $47.3  million for the third  quarter of fiscal  1999,  resulting in
gross  margins of 36.0% and 33.3% in each  respective  period.  This decrease in
cost of sales was  primarily  the result of reduced sales due to the sale of the
private label juice division.  Cost of sales for the nine-month period ended May
31, 2000 was $163.9  million  compared  to $102.5  million in the same period in
fiscal  1999,  yielding  gross  margins  of 20.0% and 36.0%,  respectively.  The
increase in cost of sales during the nine-month  period was primarily the result
of the inventory  write-down and the inclusion of a full nine months of sales of
Seneca brand  products,  offset by the reduction in sales volume due to the sale
of the private label juice  business.  Cost of sales without taking into account
the effects of the inventory  write-down  would have been $136.9 million for the
nine-month period ended May 31, 2000, which would have resulted in gross margins
of 33.2%.

     Selling,  general and administrative  expenses were $25.4 million, or 41.4%
of total  revenues,  for the  three-month  period ended May 31, 2000 compared to
$18.0  million,  or 25.3% of total  revenues in the prior  year's  third  fiscal
quarter.  This  increase is  generally  the result of  increased  marketing  and
promotional  spending  associated  with  supporting  sales of our  Northland and
Seneca brand products.  Selling,  general and administrative expenses were $72.0
million,  or 35.1% of total  revenues,  for the nine-month  period ended May 31,
2000,  compared to $48.4 million,  or 30.2% of total  revenues,  during the same
period  in the  prior  fiscal  year.  This  increase  in  selling,  general  and
administrative  expenses was primarily  attributable  to (i) the second  quarter
pre-tax  $(3.8)  million  charge to provide for certain  uncollectible  accounts
receivable related to unauthorized customer deductions and discounts; (ii) costs
related to marketing  activities  to support the  development  and growth of our
Northland brand 100% juice products


                                      -8-
<PAGE>

and Seneca brand juice products; and (iii) expenses associated with the national
introduction of our new easy grip bottle. We expect to continue to spend heavily
on support and development of our brands through the remainder of fiscal 2000 in
light of the expected continued heavy price discounting and promotional activity
by our competition.  However, such continued heavy spending will depend upon our
cash position through the remainder of the fiscal year.

     We  recognized  a pre-tax gain of  approximately  $2.1 million in the third
quarter  of  fiscal  2000 as a result  of the sale of the  private  label  juice
business.

     Interest  expense  was $3.9  million  and $10.3  million for the three- and
nine-month  periods ended May 31, 2000 compared to $2.6 million and $5.9 million
during the same periods in fiscal 1999. The increase in our interest expense was
largely due to increased debt levels during the three-and  nine-month periods as
a result of funding previous  acquisitions and increased  working capital needs.
We expect our interest  expense to increase  significantly in the fourth quarter
as a  result  of the  increased  interest  rate  applicable  to our  outstanding
borrowings   under  our  amended  credit   facility  as  discussed  below  under
"--Financial Condition."

     Interest income was $0.7 million for the three-and nine-month periods ended
May 31,  2000.  The  interest  income  was the  result of a $28.0  million  note
received in connection  with the sale of the private label juice business during
the third quarter of fiscal 2000.

     No tax benefit was recorded in the third  quarter of fiscal 2000 because of
concerns over the ultimate realization of those benefits.

     Net loss and per share loss for the three- and nine-month periods ended May
31, 2000 were $(4.4)  million,  or $(0.22) per share,  and $(25.1)  million,  or
$(1.19) per share, respectively, compared to fiscal 1999 third quarter and first
nine  months' net income and per share  earnings of $1.8  million,  or $0.09 per
share, and $2.0 million, or $0.10 per share, respectively. Approximately $(16.5)
million of the net after-tax loss for the  nine-month  period ended May 31, 2000
was attributable to the non-cash inventory market write-down.

FINANCIAL CONDITION

     Net cash used for operating  activities was $28.1 million in the first nine
months of fiscal 2000 compared to $38.4 million used for operating activities in
the same period in fiscal 1999.  Net cash used for operating  activities  during
the first  nine  months of fiscal  2000 was the result of  increases  in current
assets exceeding increases in current  liabilities during the period.  Inventory
increased  $35.6  million,  net of the $27.0 million  non-cash  lower of cost or
market  adjustment,  due primarily to the fall harvest of our crop, our purchase
of raw cranberries from other  independent  cranberry  growers,  our purchase of
Concord  grapes from an  independent  growers'  cooperative,  and  increased raw
materials and finished goods  inventories  to support our juice sales.  Accounts
payable  and accrued  liabilities  increased  $14.1  million  due  primarily  to
increased  inventory levels and marketing  spending as well as extending payment
to certain vendors.  Working capital decreased $16.3 million to $94.4 million at
May 31, 2000 compared to working  capital of $110.6  million at August 31, 1999.
Our current ratio decreased to 3.2 to 1.0 from 4.6 to 1.0 at August 31, 1999.


                                      -9-
<PAGE>

     Operating  activities  used  substantial  amounts  of cash  during the nine
months  ended May 31, 2000 due  primarily  to the high levels of  marketing  and
promotional  spending  necessary to drive sales of our branded products in light
of the continued heavy promotional spending by our competition.  As a result, we
have  incurred  operating  losses  and  experienced   negative  cash  flow  from
operations during the past two fiscal quarters.  We cannot assure you that these
trends will change in our upcoming fourth quarter.  Additionally, we have nearly
reached our borrowing  capacity under our revolving credit facility and continue
to experience cash flow difficulties  caused by market pricing pressures.  These
factors, combined with lower than anticipated sales in the third quarter and our
current inventory  levels,  have decreased our working capital and increased our
outstanding  accounts  payable  with our vendors and other trade  creditors.  We
believe that our pricing and  promotional  strategies,  combined with  increased
sales,   certain   cost-cutting   measures  and  potential   proposed  financing
activities,  should  help to ease  the cash  flow  burden  over the next  fiscal
quarter and help allow us to reduce our accounts payable.

     Net cash  provided by investing  activities  during the  nine-month  period
ended May 31, 2000 of $0.5 million was primarily the result of proceeds from the
sale of the  private  label juice  business  offset by  property  and  equipment
purchases of $5.7 million.

     Net cash used in investing  activities  during the nine-month  period ended
May 31, 1999 of $38.4 million was primarily  the result of the  acquisitions  of
the Seneca  juice  business  and  certain  assets of  Clermont,  Inc.  offset by
property and equipment purchases of approximately $6.2 million.

     Net  cash  provided  by  financing  activities  was  $27.0  million  in the
nine-month period ended May 31, 2000,  compared to $76.4 million during the same
period in the prior fiscal year. Our debt  increased  $30.7 million in the first
nine  months of fiscal  2000  primarily  due to  borrowings  used to support our
operations. Our total debt (including current portion) was $180.2 million at May
31, 2000 for a total  debt-to-equity ratio of 1.4 to 1.00 compared to total debt
of $150.2 million and a total debt-to-equity ratio of 0.94 to 1.00 at August 31,
1999.  We  utilize  our  revolving  bank  credit  facility,  together  with cash
generated from operations,  to fund our working capital requirements  throughout
the fiscal year. As of May 31, 2000, the principal amount  outstanding under our
revolving  credit facility was $154.8  million,  with an additional $0.2 million
available under our credit facilities.  In both the second and third quarters of
fiscal 2000, we obtained waivers from our syndicate of banks of certain covenant
defaults  under our credit  facility that resulted  primarily from our operating
performance. Specifically, in the third quarter, we obtained a waiver and agreed
to modify certain  covenants related to our performance in the fourth quarter of
this  fiscal  year,  as well as an  increase  in the  interest  rate on  certain
borrowings  up to prime plus 1.25% and our payment of a $100,000  waiver fee. We
also granted the bank group a lien on our corporate  headquarters and our Hanson
marsh  in  Massachusetts.  We  believe  we  will  likely  need  to  continue  to
renegotiate  the terms of our credit  facility  prior to the end of this  fiscal
year.  Additionally,  we intend to work  closely  with our  trade  creditors  in
managing the terms of our accounts payable.  However,  we cannot assure you that
we will be successful in these efforts,  particularly  without increased product
sales.  Our failure to manage  payables  would  likely  have a material  adverse
effect on our financial condition and liquidity  position.  We intend to use our
best  efforts to fund our  ongoing  operational  needs for the  upcoming  fourth
fiscal quarter  through (i) cash generated  from  operations;  (ii) our intended
actions to reduce our near-term working capital  requirements;  (iii) additional
measures to reduce  costs and improve  cash flow from  operations;  and (iv) the
possible results of our previously announced process of


                                      -10-
<PAGE>

exploring  strategic  alternatives,   including  potentially  additional  equity
financing  or a sale of all or a  portion  of the  company.  However,  we cannot
assure  that we will be able to obtain  additional  financing  or that cash flow
from operations will be sufficient to meet our ongoing cash requirements.




                                      -11-

<PAGE>

                SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
                -------------------------------------------------

     We make certain "forward-looking  statements," in this Form 10-Q, including
statements  about our future  plans,  goals and other  events  that have not yet
occurred. We intend that these statements will qualify for the safe harbors from
liability  established by the Private Securities  Litigation Reform Act of 1995.
You can generally identify these forward-looking  statements because the context
of  such  statements  will  include  words  such as  "believes,"  "anticipates,"
"expects,"  or words of similar  import.  Whether  or not these  forward-looking
statements  will be  accurate  in the future  will  depend on certain  risks and
factors  including risks associated with (i)  development,  market share growth,
and continued consumer acceptance of our branded juice products,  (ii) strategic
actions  of our  competitors  in  pricing,  marketing,  and  advertising,  (iii)
aggressive  spending to support our  branded  products;  (iv) the results of the
sale of our private label business; (v) the implementation of marketing order of
the  Cranberry   Marketing   Committee  of  the  United  States   Department  of
Agriculture;  (vi) agricultural factors affecting our crop and the crop of other
North  American  growers;  and (vii) our  ability  to comply  with the terms and
conditions  of and to satisfy  our  responsibilities  under our  amended  credit
facility.  You should  consider  these risks and factors and the impact they may
have when you evaluate our forward-looking  statements. We make these statements
based only on our  management's  knowledge and  expectations on the date of this
Form 10-Q. We will not necessarily  update these statements or other information
in this Form 10-Q based on future events or circumstances.



ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK.
------------------------------------------------------------------

     We have not  experienced  any  material  changes in our  market  risk since
August 31, 1999 other than the increased  interest rate under our amended credit
facility as previously discussed.



                                      -12-
<PAGE>


                           PART II - OTHER INFORMATION

ITEM 1.   LEGAL PROCEEDINGS.
---------------------------

     On March 8,  2000,  we  consummated  the sale of our  private  label  juice
business to Cliffstar.  For additional  information  regarding this transaction,
see "Management's  Discussion and Analysis of Financial Condition and Results of
Operations - General." In  connection  with this  transaction,  on July 7, 2000,
Cliffstar  filed suit against us in the United States  District  Court,  Western
District of New York,  alleging,  among other things,  that we breached  certain
representations  and warranties in the purchase agreement  regarding (i) changes
in our business since August 31, 1999 and (ii) the value of certain  concentrate
purchased  by  Cliffstar in the  transaction.  Cliffstar is seeking  unspecified
damages and/or recission of the transaction.  We believe we have strong defenses
to these claims and intend to vigorously  defend  against them and to pursue any
counterclaims we may have against Cliffstar.



                                      -13-
<PAGE>

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K.
------------------------------------------

A.        Exhibits

          Exhibits filed with this Form 10-Q report are incorporated  herein by
          reference to the Exhibit Index accompanying this report.

B.        Form 8-K

          We filed the  following  reports on Form 8-K during the third quarter
of fiscal 2000:

           Date Filed      Date of Report              Item
           ----------      --------------              ----
          March 8, 2000    March 7, 2000    Item 5-Announcement of
                                                   Retention of Investment
                                                   Bankers, Earnings Charge and
                                                   Earnings Results

          March 23, 2000   March 8, 2000    Item 2-Disposition of Private
                                                   Label Juice Business

          May 22, 2000     March 8, 2000    Item 7-Financial Statements and
                                                   Exhibits for Disposition of
                                                   Private Label Juice Business


                                      -14-
<PAGE>

                                    SIGNATURE


     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
Company  has  duly  caused  this  report  to be  signed  on  its  behalf  by the
undersigned Chief Executive Officer thereunto duly authorized.


                                            NORTHLAND CRANBERRIES, INC.





DATE: July 17, 2000
                                            By: /s/ John Swendrowski
                                                ------------------------------
                                                John Swendrowski
                                                Chief Executive Officer


                                      -15-
<PAGE>

                                  EXHIBIT INDEX

            Exhibit No.       Description

               4              Fourth  Amendment to Credit  Agreement and Limited
                              Waiver,  dated as of July 17,  2000,  by and among
                              Northland  Cranberries,  Inc.,  various  financial
                              institutions and Firstar Bank, N.A., as agent

               10.1           Northland  Cranberries,  Inc.,  Severance and Stay
                              Bonus Plan

               10.2           Letter  Agreement,  dated April 21,  2000,  by and
                              between Northland  Cranberries,  Inc. and Scott R.
                              Corriveau

               27             Financial Data Schedule



                                      -16-