UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

---

FORM 8-K

---

CURRENT REPORT



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



Date of Report (Date of earliest event reported): May 30, 2006

---

MINN-DAK FARMERS COOPERATIVE

(Exact name of Registrant as specified in its charter)





|North Dakota                                   | 33-94644                 | 23-7222188                          
|---------------------------------------------- | ------------------------ | ------------------------------------
|(State or other jurisdiction
of incorporation) | (Commission File Number) | (I.R.S. Employer
Identification No.)



|7525 Red River Road
Wahpeton, North Dakota |  | 58075     
|------------------------------------------ |  | ----------
|(Address of principal executive offices)   |  | (Zip Code)



Registrants telephone number, including area code: (701) 642-8411

---

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:



|o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|- | -------------------------------------------------------------------------------------



|o | Soliciting material pursuant to Rule 14a-2 under the Exchange Act (17 CFR 240.14a-2)
|- | ------------------------------------------------------------------------------------



|o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|- | ------------------------------------------------------------------------------------------------------



|o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|- | ------------------------------------------------------------------------------------------------------





---

|Item 8.01 | OTHER EVENTS.
|--------- | -------------





On May 30th, the Company renewed, through May 31, 2007, the seasonal and term debt lines of credit with its primary lender Co-Bank (the Bank). Changes to the loan agreements covering these lines of credit include the following:



| |  | $3.0 MM  of additional long-term debt was added to the loan agreement.
| | - | ----------------------------------------------------------------------

| |  | The working capital covenant in the loan agreement was eliminated and replaced by a current ratio covenant.
| | - | -----------------------------------------------------------------------------------------------------------

| |  | The amortization schedule for the long-term debt was lengthened, which changed repayments to the Bank from $4.8 MM per year to $3.3 MM per year.
| | - | ------------------------------------------------------------------------------------------------------------------------------------------------



The current loan agreements with the Bank were due to expire on May 31, 2006.

---

SIGNATURE



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





|                    |  | MINN-DAK FARMERS COOPERATIVE
|------------------- |  | ----------------------------
|                    |  |                             
|Dated: May 30, 2006 |  | By                          
|                    |  |                             

---