Thrush Lake, Minnesota, was treated with Limestone in 1988 to evaluate the efficacy of protective base addition against the loss of sport fisheries in a sensitive, mildly acidic lake. Prior to treatment, the lake was stressed (pH 6.46, ANC 64 mu eq/L) but not severely degraded by acidic deposition and had a macrophyte community typical of lakes in northeastern Minnesota with low acid-neutralizing capacity (ANC). This paper describes the changes observed in aquatic plant communities during the 5 years after treatment, as pH and ANC slowly returned to pretreatment levels. Sphagnum platyphyllum, intolerant of non-acid conditions, was completely eliminated from the lake. The charophyte, Nitella, that originally shared dominance in the deep littoral zone with S. platyphyllum, decreased in importance during the first 2 years after treatment. Two vascular plants, Potamogeton pusillus and Najas flexilis, were first found in the lake the year after treatment and were abundant for 2 years after liming, probably in response to a combination of more neutral pH and reduced cover of Nitella. As the ANC and pH slowly returned to pretreatment conditions, Nitella again increased in coverage and depth range, with a concomitant decrease in P. pusillus and N. flexilis. The moss, S. platyphyllum, had not reinvaded the lake by 1993, 2 years after its dramatic decline.