Exhibit 3.1

            Amendments to the By-Laws of Northland Cranberries, Inc.

   1.   Effective April 11, 1997, Section 4.06 of the Company's By-laws was
        amended to read in its entirety as follows:

             4.06 Chairman of the Board.  The Chairman of the Board, if
        one be chosen by the Board of Directors, shall preside at all
        meetings of the Board of Directors and of the shareholders and
        shall perform all duties incident to the office of the Chairman
        of the Board of the corporation and such other duties as may be
        prescribed by the Board of Directors from time to time.

   2.   Effective April 11, 1997, Section 4.07 of the Company's By-laws was
        renumbered Section 4.10, and a new section 4.07 was added to read in
        its entirety as follows:

             4.07 Chief Executive Officer.  The Board of Directors shall
        from time to time designate the Chairman of the Board, if any,
        or the President of the corporation as the Chief Executive
        Officer of the corporation.  The President shall be the Chief
        Executive Officer whenever the office of Chairman of the Board
        of the corporation is vacant.  Subject to the control of the
        Board of Directors, the Chief Executive Officer shall in general
        supervise and control all of the business and affairs of the
        corporation.  He or she shall have authority, subject to such
        rules as may be prescribed by the Board of Directors, to appoint
        and remove such agents and employees of the corporation as he or
        she shall deem necessary to prescribe their powers, duties and
        compensation, and to delegate authority to them.  He or she
        shall have authority to sign, execute and acknowledge, on behalf
        of the corporation, all deeds, mortgages, securities, contracts,
        leases, reports, and all other documents or other instruments
        necessary or proper to be executed in the course of the
        corporation's regular business, or which shall be authorized by
        resolution of the Board of Directors; and, except as otherwise
        provided by law or the Board of Directors, he or she may
        authorize any elected President, Vice President or other officer
        or agent of the corporation to sign, execute and acknowledge
        such documents or instruments in his or her place and stead.  In
        general, he or she shall perform all duties incident to the
        office of Chief Executive Officer of the corporation and such
        other duties as may be prescribed by the Board of Directors from
        time to time.

   3.   Effective April 11, 1997, Section 4.08 of the Company's By-laws was
        renumbered Section 4.11, and a new Section 4.08 was added to read in
        its entirety as follows:

             4.08 President.  Unless the Board of Directors otherwise
        provides, in the absence of the Chairman of the Board or in the
        event of his or her inability or refusal to act, or in the event
        of a vacancy in the office of the Chairman of the Board, the
        President shall perform the duties of the Chairman of the Board,
        and when so acting shall have all the powers of and be subject
        to all the restrictions upon the Chairman of the Board.  Unless
        the Board of Directors otherwise provides, in the absence of the
        Chief Executive Officer or in the event of his or her inability
        or refusal to act, or in the event of a vacancy in the office of
        the Chief Executive Officer, the President shall perform the
        duties of the Chief Executive Officer, and when so acting shall
        have all the powers of and be subject to all the restrictions
        upon the Chief Executive Officer.  The President shall have
        authority, subject to such rules as may be prescribed by the
        Board of Directors, to appoint such agents and employees of the
        corporation as he or she shall deem necessary, to prescribe
        their powers, duties and compensation, and to delegate authority
        to them.  He or she shall have authority to sign, execute and
        acknowledge, on behalf of the corporation, all deeds, mortgages,
        bonds, stock certificates, contracts, leases, reports and all
        other documents or instruments necessary or proper to be
        executed in the course of the corporation's regular business, or
        which shall be authorized by resolution of the Board of
        Directors; and, except as otherwise provided by law or the Board
        of Directors, he or she may authorize any Vice President or
        other officer or agent of the corporation to sign, execute and
        acknowledge such documents or instruments in his or her place
        and stead.  In general he or she shall perform all duties
        incident to the office of the President and such other duties as
        may be prescribed by the Board of Directors from time to time.

   4.   Effective Aprill 11, 1997, Section 4.09 of the Company's By-laws was
        renumbered Section 4.12, and a new Section 4.09 was added to read in
        its entirety as follows:

             4.09 Chief Operating Officer. The Chief Operating Officer
        shall, subject to the direction of the Board of Directors and
        the Chief Executive Officer, in general supervise and control
        the day-to-day business operations of the corporation.  He or
        she shall have authority, subject to such rules as may be
        prescribed by the Board of Directors, to sign, execute and
        acknowledge, on behalf of the corporation, all deeds, mortgages,
        bonds, stock certificates, contracts, leases, reports and all
        other documents or instruments necessary or proper to be
        executed in the course of the corporation's regular business, or
        which shall be authorized by resolution of the Board of
        Directors; and, except as otherwise provided by law or the Board
        of Directors, he or she may authorize any Vice President or
        other officer or agent of the corporation to sign, execute and
        acknowledge such documents or instruments in his or her place
        and stead.  In general he or she shall perform all duties
        incident to the office of the Chief Operating Officer and such
        other duties as may be prescribed by the Board of Directors from
        time to time.

   5.   Effective April 11, 1997, Section 4.10 and 4.11 of the Company's By-
        laws as in effect prior to the foregoing amendments were renumbered
        Section 4.13 and 4.14.  These Sections were not otherwise affected
        by these amendments.