SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

KROUSE RODGER R

(Last)

(First)

(Middle)

C/O SUN CAPITAL PARTNERS, INC.

5200 TOWN CENTER CIRCLE, SUITE 470

(Street)

BOCA RATON

33486

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
NORTHLAND CRANBERRIES INC /WI/ [ NRCNA.OB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/31/2003

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock								78,844,820	I	By Sun Northland, LLC⁽¹⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option⁽²⁾	$0.56	08/31/2003		A		25,000		⁽³⁾	08/31/2013	Class A Common Stock	25,000	$0	25,000	D
Stock Option⁽²⁾	$1.04							⁽⁴⁾	08/08/2012	Class A Common Stock	25,000		25,000	D
Stock Option⁽²⁾	$0.99							⁽⁵⁾	08/31/2012	Class A Common Stock	25,000		25,000	D

Explanation of Responses:

1. These securities are owned directly by Sun Northland, LLC. The reporting person may be deemed to have an indirect beneficial ownership interest in these shares as the owner of 50% of the membership interests of Sun Partners LLC, which is the general and managing partner of Sun Capital Advisors II, LP, which is the general and managing partner of Sun Capital Partners II, LP, which owns a majority of the membership interests of Sun Northland, LLC. The reporting person expressly disclaims beneficial ownership of any shares of Class A Common Stock in which he does not have a pecuniary interest.

2. Granted pursuant to the Company's 2002 Stock Option Plan.

3. Granted 8/31/03, vests 25% annually after the first anniversary of the date of grant.

4. Granted 8/8/02, vests 25% on each successive anniversary of the reporting person's election to the board of directors on November 6, 2001.

5. Granted 8/31/02, vests 25% annually after the first anniversary of the date of grant.

Remarks:

	By: Peter C. Underwood, attorney-in-fact	09/12/2003
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.