UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 6)*
NORTHLAND CRANBERRIES, INC.
(Name of Issuer)
Class A Common Stock, $.01 par value
(Title of Class of Securities)
666499 10 8
(CUSIP Number)
John Swendrowski, 800 First Avenue South,
Wisconsin Rapids, Wisconsin 54494 - (715) 424-4444
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
June 19, 1997
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(b)(3) or (4), check the
following box [_].
Check the following box if a fee is being paid with the statement [_].
(A fee is not required only if the reporting person: (1) has a previous
statement on file reporting beneficial ownership of more than five percent
of the class of securities described in Item 1; and (2) has filed no
amendment subsequent thereto reporting beneficial ownership of five
percent or less of such class.) (See Rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be
filed with the Commission. See Rule 13d-1(a) for other parties to whom
copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject
class of securities, and for any subsequent amendment containing
information which would alter disclosures provided in a prior cover
page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of
that Section of the Act but shall be subject to all other provisions of
the Act (however, see the Notes).
<PAGE>
CUSIP NO. 666499 10 8
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
John Swendrowski / ###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [_]
(b) [_]
N/A
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) OR 2(e) [_]
N/A
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
7 SOLE VOTING POWER
NUMBER OF
952,822*
SHARES
8 SHARED VOTING POWER
BENEFICIALLY
33,278*
OWNED BY
9 SOLE DISPOSITIVE POWER
EACH
664,824*
REPORTING
10 SHARED DISPOSITIVE POWER
PERSON
321,276*
WITH
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
986,100*
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* [_]
N/A
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.00%
14 TYPE OF REPORTING PERSON*
IN
* All of the share amounts set forth in this Amendment No. 6 to
Schedule 13D have been adjusted to reflect the Company's two-for-one
stock split effected on September 3, 1996 in the form of a 100% stock
dividend on both its Class A Common Stock and Class B Common Stock.
<PAGE>
This Amendment No. 6 to the undersigned's Schedule 13D, dated
January 5, 1989, as amended ("Schedule 13D"), is being filed in order to
amend such Schedule 13D to the extent set forth below due to the June 19,
1997 expiration of the Voting Trust Agreement, dated as of June 19, 1987,
as amended (the "Trust Agreement"). Pursuant to Rule 13d-2(c) promulgated
under the Securities Exchange Act of 1934, as amended ("Exchange Act"),
the entire Schedule 13D, as amended, is set forth below.
Item 1. Security and Issuer.
Name of Issuer: Northland Cranberries, Inc. ("Northland")
Address of Issuer's Principal Executive Offices:
800 First Avenue South
Wisconsin Rapids, Wisconsin 54494
Title of Class of Equity Securities:
Class A Common Stock, $.01 par value ("Shares")
Item 2. Identity and Background.
(a) Name of Person Filing: John Swendrowski
(b) Business Address: 800 First Avenue South
Wisconsin Rapids, Wisconsin 54494
(c) Principal Occupation and Name, Address and Principal Business of
Employer:
Chairman of the Board and Chief Executive Officer of Northland
800 First Avenue South
Wisconsin Rapids, Wisconsin 54494
Growing and selling cranberries and cranberry vines.
(d) No
(e) No
(f) Citizenship: United States
Item 3. Source and Amount of funds or Other Consideration.
See Item 4 below.
Item 4. Purpose of Transaction.
All Shares of Northland which the undersigned beneficially owns
are currently being held for investment purposes only. The undersigned
has no current plans or proposals which would relate to or result in any
of the events or effects described in the subparagraphs (a) through (j) of
Item 4.
Item 5. Interest in Securities of the Issuer.
(a) Aggregate Number of Shares Beneficially Owned: 986,100*
Percentage of Class Beneficially Owned: 7.00%
(b) Number of Shares as to Which the Undersigned has:
(i) sole power to vote or to direct
the vote . . . . . . . . . . . . . . . . . . . . . . 952,822*
(ii) shared power to vote or to direct
the vote . . . . . . . . . . . . . . . . . . . . . . 33,278*
(iii) sole power to dispose or to direct
the disposition of . . . . . . . . . . . . . . . . . 664,824*
(iv) shared power to dispose or to direct
the disposition of . . . . . . . . . . . . . . . . . 321,276*
Included in the shares listed above are 601,738* shares of
Northland's Class B Common Stock ("Class B Shares") which the
undersigned is deemed to beneficially own pursuant to Rule 13d-3
under the Exchange Act. The Class B Shares are entitled to three
votes per share and are convertible at any time at the option of the
holder thereof on a one-for-one basis into shares of Northland's
Class A Common Stock. The following chart lists the shares owned by
Mr. Swendrowski and shows the breakdown of the power to vote or
direct the vote and power to dispose or direct the disposition of the
shares.
* All of the share amounts set forth in this Schedule 13D have
been adjusted to reflect the Company's two-for-one stock split
effected on September 3, 1996 in the form of a 100% stock
dividend on both its Class A Common Stock and Class B Common
Stock.
<PAGE>
<TABLE>
SOLE SHARED
DESCRIPTION SOLE VOTE SHARED VOTE DISPOSITIVE POWER DISPOSITIVE POWER
CLASS A COMMON STOCK
<S> <C> <C> <C> <C>
Vested options 264,000* 264,000*
Direct 87,084* 87,084*
John and Susan Swendrowski Charitable 19,000* 19,000*
Foundation
Wife(1) 6,474* 6,474*
Son(1) 4,902* 4,902*
Daughter(1) 2,902* 2,902*
CLASS B COMMON STOCK
Direct 313,740* 313,740*
Voting Trust-Cranberries Limited Inc.(2) 287,998* 287,998*
------- -------- --------- -------
TOTAL: 952,822* 333,278* 664,824* 321,276*
======= ======== ========= =======
The undersigned's ownership percentage set forth in Item 5(a)
above is based on the aggregate number of shares which the
undersigned is deemed to beneficially own as set forth in Item 5(a)
divided by the sum of (i) the number of shares of Class A Common
Stock and Class B Shares outstanding as of September 30, 1997; plus
(ii) the shares issuable to the undersigned upon exercise of his
stock options.
______________________
(1) The undersigned shares dispositive and voting power over 6,474*
shares with his wife, 4,902* Shares with his son and 2,902* Shares
with his daughter. These family members reside at the same address
as the undersigned, are U.S. citizens and have not been subject to
criminal or civil proceedings within the last five years.
(2) The undersigned shares dispositive power over these shares with
LeRoy J. Miles and Cranberries Limited, Inc., 800 First Avenue South,
Wisconsin Rapids, Wisconsin 54494. Mr. Miles is a director of
Northland. He is a United States citizen and has not been subject to
criminal or civil proceedings within the last five years.
Cranberries Limited, Inc. is a Wisconsin corporation investing in
cranberry properties/businesses. Cranberries Limited, Inc. has not
been subject to criminal or civil proceedings within the last five
years.
</TABLE>
* All of the share amounts set forth in this Schedule 13D have
been adjusted to reflect the Company's two-for-one stock split
effected on September 3, 1996 in the form of a 100% stock
dividend on both its Class A Common Stock and Class B Common
Stock.
<PAGE>
On June 19, 1997, 34,464* shares of Northland Class B Common Stock
were released to LeRoy Miles pursuant to the expiration of the Trust
Agreement with respect to said Shares deposited under the Trust Agreement.
In addition, 287,998* shares of Northland Class B Common Stock held on
behalf of Cranberries Limited, Inc. ("CLI") are no longer subject to the
Trust Agreement. CLI is a corporation owned by Messrs. Swendrowski and
Miles and controlled by Mr. Swendrowski.
(d) Not applicable
(e) Not applicable
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer.
N/A
Item 7. Material to Be Filed as Exhibits.
None
SIGNATURE.
After reasonable inquiry and to the best of my knowledge and belief,
I certify that the information set forth in this statement is true,
complete and correct.
Date: 10/29/97 /s/ John Swendrowski
John Swendrowski
