10-Q/A

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

FORM 10-Q/A
(Amendment No. 1)

(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended   June 30, 2011

or

[   ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from                                   to                                    

Commission File Number: 000-12196

NVE CORPORATION
(Exact name of registrant as specified in its charter)

Minnesota	41-1424202
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
11409 Valley View Road, Eden Prairie, Minnesota	55344
(Address of principal executive offices)	(Zip Code)
(952) 829-9217
(Registrant’s telephone number, including area code)

      Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

[X] Yes  [   ] No

     Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

[X] Yes  [   ] No

      Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer [   ]	Accelerated filer [X]
Non-accelerated filer [   ]  (Do not check if a smaller reporting company)	Smaller reporting company [   ]

     Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).     [   ] Yes  [X] No

     Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
Common Stock, $0.01 Par Value – 4,776,198 shares outstanding as of July 15, 2011


Explanatory Note
     This Amendment No. 1 to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2011 is being filed solely for the purpose of furnishing Exhibit 101 to the Form 10-Q in accordance with Rule 405 of Regulation S-T. Exhibit 101 provides financial information for the quarter formatted in XBRL. This Amendment does not reflect any subsequent events occurring after the original filing date of the Form 10-Q or modify or update in any way disclosures made in the original filing.

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Item 6. Exhibits.

Exhibit #	Description
101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema Document
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB	XBRL Taxonomy Extension Labels Linkbase Document
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document

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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 thereunto duly authorized.

	NVE CORPORATION
	(Registrant)
July 25, 2011	/s/ DANIEL A. BAKER
Date	Daniel A. Baker
	President and Chief Executive Officer
July 25, 2011	/s/ CURT A. REYNDERS
Date	Curt A. Reynders
	Chief Financial Officer

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Document and Entity Information	3 Months Ended
	Jun. 30, 2011	Jul. 15, 2011
Document and Entity Information
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2011
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2012
Entity Registrant Name	NVE CORP /NEW/
Entity Central Index Key	0000724910
Current Fiscal Year End Date	--03-31
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		4,776,198

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Marketable Securities

3 Months Ended

Jun. 30, 2011

Marketable Securities

Marketable Securities

NOTE 5. MARKETABLE SECURITIES
     Marketable securities with remaining maturities less than one year are classified as short-term, and those with remaining maturities greater than one year are classified as long-term. The fair value of our marketable securities as of June 30, 2011, by maturity, were as follows:

Total		<1 Year		1–3 Years		3–5 Years
$	65,538,168	$	9,599,679	$	30,045,128	$	25,893,361

 
     As of June 30 and March 31, 2011, our marketable securities were as follows:
 

	As of June 30, 2011									As of March 31, 2011
	Adjusted Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Market Value		Adjusted Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Market Value
U.S. agency securities	$	72,017	$	210	$	-		$	72,227	$	83,358	$	1,200	$	-		$	84,558
Corporate bonds		42,117,183		1,344,294		(87,237	)		43,374,240		37,884,146		1,231,743		(147,443	)		38,968,446
Municipal bonds	21,510,792		588,538		(7,629		)	22,091,701		21,582,084		602,457		(10,047		)	22,174,494
Total	$	63,699,992	$	1,933,042	$	(94,866	)	$	65,538,168	$	59,549,588	$	1,835,400	$	(157,490	)	$	61,227,498

 
     The following table shows the gross unrealized losses and fair value of our investments with unrealized losses, aggregated by investment category and length of time that individual securities had been in a continuous unrealized loss position as of June 30 and March 31, 2011:
 

		Less Than 12 Months							12 Months or Greater						Total
		Fair Market Value			Gross Unrealized Losses				Fair Market Value			Gross Unrealized Losses			Fair Market Value			Gross Unrealized Losses
As of June 30, 2011
	U.S. agency securities	$	-		$	-			$	-		$	-		$	-		$	-
	Corporate bonds	10,546,723		(87,237			)	-			-			10,546,723			(87,237			)
	Municipal bonds	1,814,907			(7,629		)		-			-			1,814,907			(7,629		)
	Total	$	12,361,630		$	(94,866	)		$	-		$	-		$	12,361,630		$	(94,866	)
As of March 31, 2011
	U.S. agency securities	$	-		$	-			$	-		$	-		$	-		$	-
	Corporate bonds	9,146,952		(147,443			)	-			-			9,146,952			(147,443			)
	Municipal bonds	2,178,225			(10,047		)		-			-			2,178,225			(10,047		)
	Total	$	11,325,177		$	(157,490	)		$	-		$	-		$	11,325,177		$	(157,490	)

     Gross unrealized losses totaled $94,866 as of June 30, 2011, and were attributable to six corporate and two municipal bonds out of a portfolio of 57 bonds. Corporate bonds accounted for $87,237 of the total gross unrealized losses. The gross unrealized losses were due to market-price decreases after the bonds were purchased. All of the bonds with an unrealized loss were rated investment grade by Moody's or Standard and Poor's, and none had been in a continuous unrealized loss position for 12 months or more. For each bond with an unrealized loss, we expect to recover the entire cost basis of each security based on our consideration of factors including their credit ratings, the underlying ratings of insured bonds, and historical default rates for securities of comparable credit rating. Because we expect to recover the entire cost basis of the securities, and because we do not intend to sell the securities and it is not more likely than not that we will be required to sell the securities before recovery of the cost basis, which may be maturity, we did not consider any of our marketable securities to be other-than-temporarily impaired at June 30, 2011.

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Comprehensive Income

3 Months Ended

Jun. 30, 2011

Comprehensive Income

Comprehensive Income

NOTE 6. COMPREHENSIVE INCOME
     The components of comprehensive income are as follows:

	Quarter Ended June 30
	2011		2010
Net income	$	3,439,228	$	3,101,097
Unrealized gain (loss) from marketable securities, net of tax	101,290		(161,501		)
Comprehensive income	$	3,540,518	$	2,939,596

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Inventories

3 Months Ended

Jun. 30, 2011

Inventories

Inventories

NOTE 7. INVENTORIES
     Inventories consisted of the following:
 

	June 30 2011			March 31 2011
Raw materials	$	1,856,659		$	2,083,730
Work in process		1,406,112			1,109,270
Finished goods	405,957			450,857
		3,668,728			3,643,857
Less inventory reserve	(300,000		)	(300,000		)
Total inventories	$	3,368,728		$	3,343,857

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Stock-Based Compensation	3 Months Ended
	Jun. 30, 2011
Stock-Based Compensation
Stock-Based Compensation	NOTE 8. STOCK-BASED COMPENSATION      There was no stock-based compensation expense for the first quarters of fiscal 2012 or 2011.

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Income Taxes	3 Months Ended
	Jun. 30, 2011
Income Taxes
Income Taxes	NOTE 9. INCOME TAXES      Deferred income taxes reflect the net tax effects of temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes.      We had no unrecognized tax benefits as of June 30, 2011, and we do not expect any significant unrecognized tax benefits within 12 months of the reporting date. We recognize interest and penalties related to income tax matters in income tax expense. As of June 30, 2011 we had no accrued interest related to uncertain tax positions. The tax years 1999 through 2011 remain open to examination by the major taxing jurisdictions to which we are subject.

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Fair Value Measurements	3 Months Ended
	Jun. 30, 2011
Fair Value Measurements
Fair Value Measurements	NOTE 10. FAIR VALUE MEASUREMENTS      Generally accepted accounting principles establish a framework for measuring fair value, provide a definition of fair value and prescribe required disclosures about fair-value measurements. Generally accepted accounting principles define fair value as the price that would be received to sell an asset or paid to transfer a liability. Fair value is a market-based measurement that should be determined using assumptions that market participants would use in pricing an asset or liability. Generally accepted accounting principles utilize a valuation hierarchy for disclosure of fair value measurements. The categorization within the valuation hierarchy is based on the lowest level of input that is significant to the fair value measurement. The categories within the valuation hierarchy are described as follows:        Level 1 – Financial instruments with quoted prices in active markets for identical assets or liabilities. Our Level 1 financial instruments consist of publicly-traded marketable debt securities that are classified as available-for-sale. On the balance sheets, available-for-sale securities are classified as "Marketable securities, short term" and "Marketable securities, long term." The fair value of our available-for-sale securities was $65,538,168 at June 30, 2011 and $61,227,498 at March 31, 2011.      Level 2 – Financial instruments with quoted prices in active markets for similar assets or liabilities. Level 2 fair value measurements are determined using either prices for similar instruments or inputs that are either directly or indirectly observable, such as interest rates. We do not have any financial assets or liabilities being measured at fair value that are classified as Level 2 financial instruments.      Level 3 – Inputs to the fair value measurement are unobservable inputs or valuation techniques. We do not have any financial assets or liabilities being measured at fair value that are classified as Level 3 financial instruments.

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Stock Repurchase Plan	3 Months Ended
	Jun. 30, 2011
Stock Repurchase Plan
Stock Repurchase Plan	NOTE 11. STOCK REPURCHASE PLAN      On January 21, 2009 we announced that our Board of Directors authorized the repurchase of up to $2,500,000 of our Common Stock. The repurchase program may be modified or discontinued at any time without notice. We did not repurchase any of our Common Stock during the quarter ended June 30, 2011.

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Balance Sheets (USD $)	Jun. 30, 2011	Mar. 31, 2011
ASSETS
Cash and cash equivalents	$ 1,677,431	$ 952,209	[1]
Marketable securities, short term	9,599,679	7,970,358	[1]
Accounts receivable, net of allowance for uncollectible accounts of $15,000	3,402,982	3,596,239	[1]
Inventories	3,368,728	3,343,857	[1]
Prepaid expenses and other assets	1,037,664	1,185,306	[1]
Total current assets	19,086,484	17,047,969	[1]
Fixed assets
Machinery and equipment	6,376,673	6,178,207	[1]
Leasehold improvements	612,682	612,682	[1]
Gross fixed assets	6,989,355	6,790,889	[1]
Less accumulated depreciation	5,372,405	5,259,773	[1]
Net fixed assets	1,616,950	1,531,116	[1]
Marketable securities, long term	55,938,489	53,257,140	[1]
Total assets	76,641,923	71,836,225	[1]
LIABILITIES AND SHAREHOLDERS' EQUITY
Accounts payable	724,420	731,580	[1]
Accrued payroll and other	832,950	987,403	[1]
Income taxes payable	1,374,763
Deferred taxes	198,723	146,693	[1]
Total current liabilities	3,130,856	1,865,676	[1]
Shareholders' equity
Common stock, $0.01 par value, 6,000,000 shares authorized; 4,776,198 issued and outstanding as of June 30 and March 31, 2011	47,762	47,762	[1]
Additional paid-in capital	20,894,766	20,894,766	[1]
Accumulated other comprehensive income	1,161,728	1,060,438	[1]
Retained earnings	51,406,811	47,967,583	[1]
Total shareholders' equity	73,511,067	69,970,549	[1]
Total liabilities and shareholders' equity	$ 76,641,923	$ 71,836,225	[1]

[1] The March 31, 2011 Balance Sheet is derived from the audited financial statements contained in our Annual Report on Form 10-K for the fiscal year ended March 31, 2011.

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Balance Sheets (Parenthetical) (USD $) In Thousands, except Share data	Jun. 30, 2011	Mar. 31, 2011
Balance Sheets
Accounts receivable, allowance for uncollectible accounts	$ 15	$ 15
Common stock par value	$ 0.01	$ 0.01
Common stock, shares authorized	6,000,000	6,000,000
Common stock shares, issued	4,776,198	4,776,198
Common stock shares, outstanding	4,776,198	4,776,198

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Statements of Income (USD $)	3 Months Ended
	Jun. 30, 2011	Jun. 30, 2010
Revenue
Product sales	$ 7,023,274	$ 6,193,876
Contract research and development	1,190,488	1,047,418
Total revenue	8,213,762	7,241,294
Cost of sales	2,595,592	2,075,804
Gross profit	5,618,170	5,165,490
Expenses
Selling, general , and administrative	615,830	628,386
Research and development	494,876	341,663
Total expenses	1,110,706	970,049
Income from operations	4,507,464	4,195,441
Interest income	565,529	475,730
Income before taxes	5,072,993	4,671,171
Provision for income taxes	1,633,765	1,570,074
Net income	$ 3,439,228	$ 3,101,097
Net income per share - basic	$ 0.72	$ 0.66
Net income per share - diluted	$ 0.70	$ 0.64
Weighted average shares outstanding
Basic	4,776,198	4,700,583
Diluted	4,893,915	4,861,331

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Statements of Cash Flows (USD $)	3 Months Ended
	Jun. 30, 2011		Jun. 30, 2010
OPERATING ACTIVITIES
Net income	$ 3,439,228		$ 3,101,097
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation	113,537		89,476
Deferred income taxes	(6,948)		20,857
Changes in operating assets and liabilities:
Accounts receivable	193,257		1,042,793
Inventories	(24,871)		(141,750)
Prepaid expenses and other assets	147,642		(67,355)
Accounts payable and accrued expenses	1,213,150		1,400,250
Deferred revenue			(20,833)
Net cash provided by operating activities	5,074,995		5,424,535
INVESTING ACTIVITIES
Purchases of fixed assets	(199,371)		(61,953)
Purchases of marketable securities	(5,011,799)		(5,699,849)
Proceeds from maturities and sales of marketable securities	861,397		602,272
Net cash used in investing activities	(4,349,773)		(5,159,530)
FINANCING ACTIVITIES
Net cash provided by financing activities
Increase in cash and cash equivalents	725,222		265,005
Cash and cash equivalents at beginning of period	952,209	[1]	1,389,288
Cash and cash equivalents at end of period	1,677,431		1,654,293
Supplemental disclosures of cash flow information:
Cash (refunded) paid during the period for income taxes	$ (2,435)		$ 4,742

[1] The March 31, 2011 Balance Sheet is derived from the audited financial statements contained in our Annual Report on Form 10-K for the fiscal year ended March 31, 2011.

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Description of Business	3 Months Ended
	Jun. 30, 2011
Description of Business
Description of Business	NOTE 1. DESCRIPTION OF BUSINESS      We develop and sell devices that use spintronics, a nanotechnology that relies on electron spin rather than electron charge to acquire, store, and transmit information.

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Interim Financial Information	3 Months Ended
	Jun. 30, 2011
Interim Financial Information
Interim Financial Information	NOTE 2. INTERIM FINANCIAL INFORMATION      The accompanying unaudited financial statements of NVE Corporation are prepared consistent with accounting principles generally accepted in the United States and in accordance with Securities and Exchange Commission rules and regulations. In the opinion of management, these financial statements reflect all adjustments, consisting only of normal and recurring adjustments, necessary for a fair presentation of the financial statements. Although we believe that the disclosures are adequate to make the information presented not misleading, it is suggested that these unaudited financial statements be read in conjunction with the audited financial statements and the notes included in our latest annual financial statements included in our Annual Report on Form 10-K for the fiscal year ended March 31, 2011. The results of operations for the quarter ended June 30, 2011 are not necessarily indicative of the results that may be expected for the full fiscal year ending March 31, 2012.

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Recent Accounting Pronouncements	3 Months Ended
	Jun. 30, 2011
Recent Accounting Pronouncements
Recent Accounting Pronouncements	NOTE 3. RECENT ACCOUNTING PRONOUNCEMENTS      We have adopted all recently issued accounting pronouncements. The adoption of the accounting pronouncements, including those not yet effective, is not anticipated to have a material effect on our financial position or results of operations.

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Net Income per Share

3 Months Ended

Jun. 30, 2011

Net Income per Share

Net Income per Share

NOTE 4. NET INCOME PER SHARE
     Net income per basic share is computed based on the weighted-average number of common shares issued and outstanding during each period. Net income per diluted share amounts assume conversion, exercise or issuance of all potential common stock instruments (stock options and warrants). Stock options and warrants totaling 5,000 for the quarter ended June 30, 2010 were not included in the computation of diluted earnings per share because the exercise prices of the options and warrants were greater than the market price of the common stock. The following table reflects the components of common shares outstanding:

	Quarter Ended June 30
	2011	2010
Weighted average common shares outstanding – basic	4,776,198	4,700,583
Effect of dilutive securities:
Stock options	110,502	154,488
Warrants	7,215	6,260
Shares used in computing net income per share – diluted	4,893,915	4,861,331