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      November 30, 1998             

                                       OR

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

For the transition period from                  to                

                         Commission file number 0-16130

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

       Wisconsin                                       39-1583759
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(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
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                    (Address of principal executive offices)

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

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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         December 31, 1998                      19,123,484
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Class B Common Stock         December 31, 1998                         636,202
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<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...................7-9

PART II.       OTHER INFORMATION

     Item 6.   Exhibits and Reports on Form 8-K..............................10

               SIGNATURE.....................................................11


<PAGE>

                         PART I - FINANCIAL INFORMATION

ITEM 1.           FINANCIAL STATEMENTS

                           NORTHLAND CRANBERRIES, INC.
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                             (DOLLARS IN THOUSANDS)

                                     ASSETS
                                             (Unaudited)
                                             November 30,         August 31,
                                                 1998               1998   
                                            ---------------    ---------------
Current assets:
     Cash and cash equivalents              $           811    $            633
     Accounts and notes receivable                   20,881              22,422
     Inventories                                     70,782              43,811
     Other                                            3,094               1,942
     Deferred income taxes                            2,490               2,490
                                            ---------------    ----------------
         Total current assets                        98,058              71,298
                                            ---------------    ----------------

Property and equipment - at cost                    184,036             181,994
     Less accumulated depreciation                   31,549              29,795
                                            ---------------    ----------------
         Net property and equipment                 152,487             152,199

Investments and other assets                          2,448               2,151
Goodwill                                             25,128              25,224
                                            ---------------    ----------------

Total assets                                $       278,121    $        250,872
                                            ===============    ================


                      LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities:
     Accounts payable                       $        14,787    $          9,995
     Accrued liabilities                             16,384               7,924
     Current portion of long-term
        obligations                                   3,892               3,892
                                            ---------------    ----------------
         Total current liabilities                   35,063              21,811

Long-term obligations                                78,642              64,276
Deferred income taxes                                10,958              10,915
                                            ---------------    ----------------
         Total liabilities                          124,663              97,002
                                            ---------------    ----------------

Shareholders' equity:
     Common stock - Class A                             191                 191
     Common stock - Class B                               6                   6
     Additional paid-in capital                     144,732             144,477
     Retained earnings                                8,529               9,196
                                            ---------------    ----------------
         Total shareholders' equity                 153,458             153,870
                                            ---------------    ----------------

Total liabilities and shareholders' equity  $       278,121    $        250,872
                                            ===============    ================

      See accompanying notes to condensed consolidated financial statements


                                      - 3 -

<PAGE>

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





                                                           For the 3 months
                                                           ended November 30,
                                                  1998                 1997    
                                            ---------------    ----------------

Revenues                                    $        34,236    $        18,431

Cost of sales                                        20,357              8,814
                                            ---------------    ----------------

Gross profit                                         13,879              9,617

Costs and expenses:
     Selling, general and administrative             12,364              8,004
     Interest                                         1,303              1,432
                                            ---------------    ----------------
         Total costs and expenses                    13,667              9,436 
                                            ---------------    ----------------

Income before income taxes                              212                181

Income taxes                                             92                 79 
                                            ---------------    ----------------

Net income                                  $           120    $           102 
                                            ===============    ================



Basic income per share                      $          0.01    $          0.01 
                                            ===============    ================


Diluted income per share                    $          0.01    $          0.01 
                                            ===============    ================

      See accompanying notes to condensed consolidated financial statements


                                      - 4 -

<PAGE>

                           NORTHLAND CRANBERRIES, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                             (DOLLARS IN THOUSANDS)
                                   (Unaudited)


                                                             For the 3 months
                                                             ended November 30,
                                                             1998         1997  
                                                           --------    ---------
Cash flows from operating activities:
   Net income                                              $    120    $    102
   Adjustments to reconcile net income to net cash
       provided by (used for)operating activities:
            Depreciation and amortization                     1,991       1,542
            Changes in assets and liabilities:
                Receivables and other current assets            389      (4,023)
                Inventories                                 (26,971)    (12,336)
                Accounts payable and accrued liabilities     13,252       5,966
                Deferred income taxes                            84          58
                                                           --------    --------

                       Net cash used for operating
                          activities                        (11,135)     (8,691)
                                                           --------    --------

Investing activities:
  Property and equipment additions, net                      (2,177)     (2,555)
  Other                                                        (303)        (80)
                                                           --------    --------
                      Net cash used for investing
                         activities                          (2,480)     (2,635)
                                                           --------    --------

Financing activities:
  Increase in debt                                           14,366      12,104
  Dividends paid                                               (787)       (551)
  Exercise of stock options                                     214           3
  Other                                                           0        (150)
                                                           --------    --------
                      Net cash provided by financing
                         activities                          13,793      11,406
                                                           --------    --------

Net decrease in cash and cash equivalents                       178          80

Cash and cash equivalents:

  Beginning of period                                           633         231
                                                           --------    --------
  End of period                                            $    811    $    311
                                                           ========    ========

Supplemental disclosures of cash flow
  information:
   Cash paid for:

         Interest (net of amount capitalized)              $    827    $    997
                                                           ========    ========


      See accompanying notes to 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 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 November 30,  1998,  and its results of
operations  and cash flows for the  three-month  periods ended November 30, 1998
and 1997,  respectively.  The Company's  consolidated balance sheet as of August
31, 1998  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  consolidated
financial  statements can be read in conjunction  with the financial  statements
and the notes thereto included in the Company's latest annual report.

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


NOTE 2            ACQUISITIONS

       On December 30, 1998, the Company  completed the acquisition of the juice
division  of Seneca  Foods  Corporation.  The  purchase  included  bottling  and
packaging  facilities  located  in  New  York,  North  Carolina  and  Wisconsin;
warehousing in Michigan; and a grape receiving station in New York. The purchase
price for the acquisition was approximately $28.3 million in cash and is subject
to subsequent adjustment based on the value of "net assets" purchased.

                                      - 6 -

<PAGE>


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


RESULTS OF OPERATIONS

       Our total  revenues  for the three  months  ended  November 30, 1998 were
$34.2 million, compared to $18.4 million in the prior year's quarter. This 85.9%
increase  was  primarily  due to private  label sales  generated by our recently
acquired  subsidiary,  Minot Food Packers,  Inc., and the  continuing  growth of
Northland brand 100% juice products.  Trade industry data for the 12-week period
ended December 6, 1998,  shows that our juice products  achieved an 12.6% market
share of supermarket  shelf-stable  cranberry  beverages on a national basis, up
from a 8.6% market share for the same period last year. We  anticipate  that the
Seneca  acquisition will also help increase revenues in fiscal 1999. We continue
to  experience  intense  competition  in our  efforts to develop  private  label
accounts and sales of concentrate and bulk frozen fruit.

       Cost of sales for the first  quarter  of  fiscal  1999 was $20.4  million
compared to $8.8  million for the first  quarter of fiscal  1998,  resulting  in
gross  margins of 40.5% and 52.2% in each  respective  period.  The  decrease in
gross  margin in fiscal 1999 was  primarily  due to our  changing  product  mix.
Fiscal 1999 revenues included a significant amount of lower margin private label
sales due to the  acquisition  of Minot Food Packers,  Inc.  compared to minimal
private label sales in fiscal 1998.  Our gross  margins  during the remainder of
fiscal  1999  will  be  dependent  upon  our  product  mix and  existing  market
conditions.

       Selling, general and administrative expenses were $12.4 million, or 36.1%
of total revenues,  for the three-month  period ended November 30, 1998. For the
three  months  ended  November 30,  1997,  selling,  general and  administrative
expenses were $8.0 million,  or 43.4% of total  revenues for that quarter.  This
planned increase in selling,  general and administrative  expenses was primarily
attributable to costs related to the Company's  aggressive marketing campaign to
support the  development  and growth of its Northland brand 100% juice products.
We plan to continue to  aggressively  promote our juice products  throughout the
fiscal  year.  We also  anticipate  that  selling,  general  and  administrative
expenses will increase in fiscal 1999 as a result of the addition of new branded
products through the Seneca acquisition.

       Interest  expense  was $1.3  million  for the  three-month  period  ended
November  30,  1998  compared to $1.4  million  during the same period in fiscal
1998.  Interest  expense  will  increase in  subsequent  quarters as a result of
additional  borrowings  necessary  to fund the  purchase  price  for the  Seneca
acquisition.  Fiscal 1999 first  quarter net income and per share  earnings were
$120,000  and $0.01 per  share,  respectively,  compared  to fiscal  1998  first
quarter net income of $102,000, or $0.01 per share.


FINANCIAL CONDITION

       Net cash used for  operating  activities  was $11.1  million in the first
three  months  of  fiscal  1999  compared  to $8.7  million  used for  operating
activities  in the same period in fiscal 1998.  First  quarter net cash used for
operating  activities  was  the  result  of  increases  in  current  assets  and
liabilities  in the  ordinary  course of business  during the period.  Inventory
increased $27.0 million due to the fall harvest of the Company's crop, the

                                      - 7 -

<PAGE>


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANAL
         CONDITION AND RESULTS OF OPERATIONS (CONT.)


purchase of 190,000 barrels of raw cranberries from other independent  cranberry
growers and increased raw materials and finished  goods  inventories  to support
increased  branded  juice  sales.   Accounts  payable  increased  $13.3  million
primarily due to contract installment payments due independant cranberry growers
for the  purchase of their raw  cranberries.  Working  capital  increased  $13.5
million to $63.0  million at November  30, 1998  compared to working  capital of
$49.5 million at August 31, 1998.

       Net cash used for investing  activities  decreased during the three-month
period ended November 30, 1998 to $2.5 million from $2.6 million during the same
period in the prior fiscal year.  The  decrease  was  principally  the result of
reduced property and equipment additions. First quarter fiscal 1999 property and
equipment  additions were $2.2 million  compared to total property and equipment
additions of $2.6 million in the first quarter of the prior year.

       Net cash  provided  by  financing  activities  was $13.8  million  in the
three-month period ended November 30, 1998, compared to $11.4 million during the
same period in the prior fiscal year.  Our debt  increased  $14.4 million in the
first quarter of fiscal 1999 primarily due to financing a $13.5 million increase
in seasonal  and growth  working  capital  and $2.2  million  for  property  and
equipment  additions.  Working  capital was $63.0  million at November  30, 1998
compared to working  capital of $38.5 million at August 31, 1998. Our total debt
(including  current  portion) was $82.5 million at November 30, 1998 for a total
debt-to-equity  ratio of 0.54 to 1 compared to total debt of $68.2 million and a
total  debt-to-equity  ratio of 0.44 to 1 at August 31,  1998.  We  utilize  our
revolving bank credit facility, together with cash generated from operations, to
fund our working  capital  requirements  throughout  the fiscal year, and we are
currently  negotiating to obtain a new credit facility. As of November 30, 1998,
the principal amount  outstanding  under our revolving credit facility was $48.3
million,  with an additional $46.7 million available under our credit facilities
with a syndicate of regional  banks until  December  2000. We believe our credit
facilities, together with cash generated from operations, are sufficient to fund
our ongoing operational needs over the remainder of fiscal 1999.

       On December 30, 1998, we completed the  acquisition of the juice division
of Seneca Foods  Corporation.  The  purchase  included  bottling  and  packaging
facilities  located in New York,  North Carolina and  Wisconsin;  warehousing in
Michigan;  and a grape receiving station in New York. The purchase price for the
acquisition was approximately $28.3 million in cash, subject to adjustment based
on the final  value of the "net  assets" we  acquired.  The  purchase  price was
borrowed  under our revolving  credit  facility.  Any adjustment to the purchase
price will also be borrowed under our revolver.

                                      - 8 -

<PAGE>


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANAL
         CONDITION AND RESULTS OF OPERATIONS (CONT.)



--------------------------------------------------------------------------------

                SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

       Certain matters discussed in this 10-Q are "forward-looking  statements,"
including  statements about the Company's  future plans,  goals and other events
which have not yet occurred.  These  statements  are intended to qualify for the
safe harbors from liability provided by the Private Securities Litigation Reform
Act of 1995.  They can  generally  be  identified  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 the Company's  branded juice  products;  (ii)  integration  of the
operations of Minot Food Packers,  Inc.,  acquired in fiscal 1998, and the juice
division of Seneca Foods  Corporation,  acquired in fiscal 1999; (iii) strategic
actions of Northland's competitors in pricing,  marketing and advertising;  (iv)
risks associated with the turning of the year 2000; and (v) agricultural factors
affecting  Northland's crop. Readers should consider these risks and factors and
the impact they may have when evaluating these forward-looking statements. These
statements are based only on management's knowledge and expectations on the date
of this Form 10-Q. The Company will not necessarily  update these  statements or
other information in this Form 10-Q based on future events or circumstances.

--------------------------------------------------------------------------------


                                      - 9 -

<PAGE>


                           PART II - OTHER INFORMATION


ITEM 6.           EXHIBITS AND REPORTS ON FORM 8-K

 a.      Exhibits

         Exhibit 27 - Financial Data Schedule

 b.      Form 8-K

       No  reports on Form 8-K were filed by the  Company  during the  quarterly
period to which this Form 10-Q  relates.  The  Company  filed a Form 8-K,  dated
December 30, 1998,  relating to its  acquisition of the juice division of Seneca
Foods Corporation, on January 13, 1999.

                                     - 10 -

<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
Financial Officer thereunto duly authorized.

                                                 NORTHLAND CRANBERRIES, INC.

DATE: January 13, 1999                           By: /s/ John Pazurek        
                                                 ----------------------------
                                                 John Pazurek
                                                 Chief Financial Officer

                                     - 11 -

<PAGE>

                                  EXHIBIT INDEX


Exhibit No.                         Description

   27                               Financial Data Schedule




                                     - 12 -