SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, DC 20549

                                FORM 12b-25

                                          Commission File Number   333-58223

                        NOTIFICATION OF LATE FILING

(Check One):  (X) Form 10-K

         For Period Ended: December 31, 2001

         Nothing in this form shall be construed to imply that the
Commission has verified any information contained herein.

                                   PART I
                           REGISTRANT INFORMATION

Full name of registrant DIAMOND BRANDS OPERATING CORP.

Address of principal executive office (Street and number)  1800 CLOQUET AVENUE

City, State and Zip Code   CLOQUET, MINNESOTA  55720

                                  PART II
                                              RULE 12b-25 (b) AND (c)

         If the subject report could not be filed without unreasonable
effort or expense and the registrant seeks relief pursuant to Rule
12b-25(b), the following should be completed. (Check box if appropriate.)

        {         (a)      The reasons described in reasonable detail in Part
                           III of this form could not be eliminated
        {                  without unreasonable effort or expense;
        {         (b)      The subject annual report, semi-annual report,
                           transition report on Form 10-K, 20-F, 11-K, or
        {                  Form N-SAR, or portion thereof will be filed on
                           or before the 15th calendar day following the
    ( ) {                  prescribed due date; or the subject quarterly
                           report or transition report on Form 10-Q, or portion
        {                  thereof will be filed on or before the fifth
                           calendar day following the prescribed due date; and
        {         (c)      The accountant's statement or other exhibit required
                           by Rule 12b-25(c) has been attached if
        {                  applicable.

                                  PART III
                                 NARRATIVE

         State below in reasonable detail the reasons why Form 10-K, 11-K,
20-F, 10-Q, N-SAR or the transition report portion thereof could not be
filed within the prescribed time period. (Attach extra sheets if needed)

         Diamond Brands Operating Corp. (the "Operating Company"), Diamond
Brands Incorporated ("DBI"), the holding company for the Operating Company,
and certain of their direct and indirect subsidiaries (collectively,
"Diamond Brands") filed voluntary petitions seeking protection under
Chapter 11 of the United States Bankruptcy Code in the United States
Bankruptcy Court for the District of Delaware on May 22, 2001. The
Operating Company and DBI are in default under their respective indentures
as a result of the Operating Company's default on an April 15, 2001,
payment under its indenture. Upon the Operating Company's exit from the
Chapter 11 process, the Operating Company expects to have undergone such
changes (including to its capital structure) as to require changes in its
annual report on Form 10-K in order for such report to be accurate. In
light of these circumstances, the Operating Company has been unable to
prepare financial statements for its annual report on Form 10-K for the
period ended December 31, 2001.

         While a plan of reorganization has not been finalized, any return
to the holders of the senior discount debentures of DBI and the senior
subordinated notes of DBOC is highly speculative.

                                  PART IV
                             OTHER INFORMATION

         (1)      Name and telephone number of person to contact in regard to
this notification

             William L. Olson               (218)               879-6700
                  (Name)              (Area Code)      (Telephone Number)

         (2) Have all other periodic reports required under Section 13 or
15(d) of the Securities Exchange Act of 1934 or Section 30 of the
Investment Company Act of 1940 during the preceding 12 months or for such
shorter period that the registrant was required to file such report(s) been
filed? If the answer is no, identify report(s)

                                                         (  ) Yes   (X) No

         The Operating Company has not filed its annual report on Form 10-K
for the period ended December 31, 2000, its Form 10-Q for the period ended
March 31, 2001, its Form 10-Q for the period ended June 30, 2001 and its
Form 10-Q for the period ended September 30, 2001.

         (3) Is it anticipated that any significant change in results of
operations from the corresponding period for the last fiscal year will be
reflected by the earnings statements to be included in the subject report
or portion thereof?
                                                         (X) Yes   (  ) No


         The following estimates are based on our financial statements
which have not been finalized. The Operating Company's consolidated net
sales for the three and twelve month periods ended December 31, 2001, were
approximately $27.8 million and $102.1 million, respectively, an increase
of approximately 4.4% from the comparable 2000 three month period and an
increase of approximately 2.4% from the comparable 2000 twelve month
period. Operating income for the three and twelve month periods ended
December 31, 2001, was approximately $5.1 million and $13.4 million,
respectively, compared to operating income of $4.5 million and $18.0
million in the comparable 2000 three month and twelve month periods.
Restructuring expenses charged to operating income for the three and twelve
month periods ended December 31, 2001, were approximately $1.1 million and
$4.8 million, respectively. These results reflect trends similar to those
seen in the Operating Company's third fiscal quarter ended September 30,
2001.

         The Operating Company's consolidated interest expense for the
three and twelve month periods ended December 31, 2001, was approximately
$4.7 million and $19.0 million, respectively, compared to $4.8 million and
$18.4 million in the comparable 2000 three and twelve month periods, with
results reported for the Operating Company's third fiscal quarter ended
September 30, 2001. Current accounting practices dictate that post petition
interest that will not be paid should not be included in interest expense,
of the above interest expense, for the three and twelve month periods ended
December 31, 2001, post-petition interest of approximately $2.5 million and
$6.2 million are not expected to be paid.



                       DIAMOND BRANDS OPERATING CORP.
                (Name of Registrant as Specified in Charter)

         Has caused this notification to be signed on its behalf by the
undersigned thereunto duly authorized.

Date: April 1, 2002                     By:  /s/ William L. Olson
                                            -----------------------
                                            Name:  William L. Olson
                                            Title: Vice President of Finance