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	OMB APPROVAL OMB Number: 3235-0287 Expires: December 31, 2014 Estimated average burden hours per response: 0.5
	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* NORWEST EQUITY PARTNERS IV LP /MN/ (Last) (First) (Middle) (Street) (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol NVE CORP /NEW/ [ nvec ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 07/10/2003
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	07/10/2003		S		1,221,487	D	20.5	161,493(2)(4)	D(1)
Common Stock	07/10/2003		P		1,221,487	A	20.5	1,221,487(2)(4)	D(3)

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* NORWEST EQUITY PARTNERS IV LP /MN/ (Last) (First) (Middle) (Street) (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* WHALEY JOHN P (Last) (First) (Middle) (Street) (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* STILL GEORGE J JR (Last) (First) (Middle) (Street) (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* LINDAHL JOHN E (Last) (First) (Middle) (Street) (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* ITASCA PARTNERS (Last) (First) (Middle) (Street) (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. Norwest Equity Partners IV, LP, a Minnesota limited partnership ("NEP IV") is the record owner of the securities listed on Line 1 of Table I. With respect to the reporting persons named in this Form 4, Itasca Partners, L.L.P. ("Itasca") is the general partner of NEP IV. John E. Lindahl and George J. Still, Jr. are the managing general partners, and John P. Whaley is the managing administrative partner of Itasca. As a result, Itasca and Messrs. Lindahl, Still and Whaley may be deemed to beneficially own the securities held by NEP IV. Each of Itasca, John E. Lindahl, George J. Still, Jr. and John P. Whaley disclaims beneficial ownership of such securities, except to the extent of its or his indirect pecuniary interest therein.

2. The number of securities reported in Lines 1 and 2 of Table I does not include 108,507 shares of common stock held of record by Norwest Equity Partners V, LP, a Minnesota limited partnership ("NEP V"), whose general partner is Itasca Partners V, L.L.P. ("Itasca V"). The managing partners of Itasca V are John E. Lindahl and George J. Still, Jr. and the managing administrative partner is John P. Whaley. By virtue of their positions as managing partners and managing administrative partner of Itasca V, Messrs. Still, Lindahl and Whaley may be deemed to beneficially own such shares. Each of Messrs. Still, Lindahl and Whaley disclaims beneficial ownership of such securities, except to the extent of his respective indirect pecuniary interest therein.

3. NEP IV sold 1,221,487 shares of Issuer's common stock to John P. Whaley. Under the terms of the Stock Purchase Agreement, Mr. Whaley has full legal ownership of the securities, however, NEP IV retains the economic risk of any change in value of the securities between the date of transfer and the date Mr. Whaley disposes of the securities, and NEP IV will continue as an SEC Reporting Person.

4. The number of securities reported in Lines 1 and 2 of Table I does not include 120 shares of Issuer's common stock directly owned by John P. Whaley. Mr. Whaley acquired the shares upon the 11/21/2000 merger of Nonvolatile Electronics, Incorporation with and into PREMIS Corporation ("PREMIS"), with PREMIS surviving under the name "NVE Corporation ("NVE")." Shareholders of Premis received one share of NVE for every five shares held at the time of the merger.

	John P. Whaley, Managing Administrative Partner of Itasca Partners, L.L.P., for itself and as General Partner of Norwest Equity Partners IV, LP, a Minnesota Limited Partnership	07/14/2003
	George J. Still, Jr., by Mary E. Schaffner, His Attorney-In-Fact__________________________________________________	07/14/2003
	John E. Lindahl	07/14/2003
	John P. Whaley	07/14/2003
	** Signature of Reporting Person	Date
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* 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).
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