8-K

                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549


                                    FORM 8-K


                             CURRENT REPORT PURSUANT
                              TO SECTION 13 OF THE
                         SECURITIES EXCHANGE ACT OF 1934


Date of report (Date of earliest event reported)              June 11, 1998
                                                      -----------------------

                                VACU-DRY COMPANY
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             (Exact Name of Registrant as Specified in Its Charter)

                                   California
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                 (State or Other Jurisdiction of Incorporation)


        01912                                           94-1069729
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(Commission File Number)                (I.R.S. Employer Identification No.)

     7765 Healdsburg Avenue, Sebastopol, California                 95472
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          (Address of Principal Executive Offices)                (Zip Code)

                                 (707) 829-4600
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              (Registrant's Telephone Number, Including Area Code)


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         (Former Name or Former Address, if Changed Since Last Report)






ITEM 5.  Acquisition  of Assets of Made In  Nature,  Inc.  On June 11,  1998 the
Company  completed the acquisition of substantially all of the assets of Made In
Nature,  Inc.  The  consideration  for  the  purchase  consisted  of  cash,  the
assumption  of certain  liabilities  and the  issuance of five year  warrants to
purchase 112,000 shares of the Company's common stock at $8.00 per share.

 ITEM 7.  Exhibits.

         7.1 Press release issued in connection with the acquisition.

                                   SIGNATURES

         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 hereunto duly authorized.


                                    VACU-DRY COMPANY
                                 

Date: June 22, 1998                  By:  /s/  Thomas R. Eakin+
                                       ----------------------------------------
                                                   Thomas R. Eakin
                                     Its: Vice President - Finance and Chief 
                                             Financial Officer

EX-7.1

                                   EXHIBIT 7.1

                                  NEWS RELEASE

June 15, 1998

Contact: Gary L. Hess, President    707/829-4600
         Tom Eakin, VP/Finance      707/829-4600

HEADLINE  VACU-DRY COMPLETES ACQUISITION OF THE BUSINESS Of MADE IN NATURE, INC.

SEBASTOPOL,  CALIFORNIA Vacu-dry Company (Nasdaq:  VDRY) announced today that it
completed its  acquisition  of  substantially  all of the business and assets of
Made In Nature,  Inc.,  a natural  foods  company  headquartered  in San Rafael,
California.

The acquisition was accomplished  through a majority-owned  subsidiary,  Made In
Nature  Company,  Inc. A minority  interest is held by Takanashi  Milk  Products
Company,  a large Japanese dairy concern who is a licensee of the Made In Nature
trademark in Japan.

Made in Nature,  a pioneer  in the  organic  foods  business,  is a marketer  of
quality organic packaged foods and beverages.  The company  currently  markets a
broad line of attractively packaged organic dried fruits and organic chilled and
pasteurized fruit juices under the Made In Nature brand.

Gerald Prolman,  President and founder of Made In Nature said, "This is a timely
union of  strengths.  Made In Nature  brings an  established  brand with organic
product development and sourcing expertise to Vacu-dry.  Through Vacu-dry,  Made
In Nature now has the necessary funding to support anticipated rapid growth."

For several years, Vacu-dry has been a primary processor of selected dried fruit
for Made In Nature.

Gary Hess, President and CEO of Vacu-dry, stated that "The combined Vacu-dry and
Made In Nature entity furthers  Vacu-dry's  involvement in the exciting and high
growth organic  segment of the natural foods  industry.  Immediate  benefits are
expected through administrative efficiencies. This is a natural combination of a
more  asset-intensive,  slower growing  ingredients  business that has good cash
flow  with a  faster  growing  non-capital  intensive  consumer  packaged  goods
business that needs cash for penetration of new channels of distribution and new
product introductions. The Made In Nature brand is a true gem. We are very proud
to add it to our growing family of specialty food and beverage businesses."

Any  forward-looking  statements  contained  in this press  release are based on
assumptions  believed by the Company to be reasonable  and  attainable,  but are
subject to important  factors relating to the Company's  operations and business
environment,  as detailed in the Company's  Securities  and Exchange  Commission
filings.  These  factors  may cause the  actual  results  of the  Company  to be
materially  different  from any  future  results  expressed  or  implied by such
forward-looking statements. Readers are cautioned not to place undue reliance on
these forward looking statements and are referred to the discussion of risks and
uncertainties  set forth in the  reports  filed by the  Company  pursuant to the
Securities Exchange Act of 1934.

Vacu-dry Company,  established in 1933, is a diversified consumer packaged goods
and industrial ingredients  manufacturer and marketer of dried fruits, beverages
and other food Products.

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