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 Estimated average burden hours per response: 0.5
X	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) 3600 IDS Center 80 South Eighth Street (Street) Minneapolis MN 55402 (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) 10/10/2003
	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	10/10/2003		J(2)		1,221,487	D	$35.5	0	D(1)
Common Stock	10/10/2003		J(3)		11,783	A	$35.5	12,012	D
Common Stock	10/10/2003		J(4)		13,568	A	$35.5	13,568	D

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) 3600 IDS Center 80 South Eighth Street (Street) Minneapolis MN 55402 (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) 3600 IDS Center 80 South Eighth Street (Street) Minneapolis MN 55402 (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) c/o Norwest Equity Partners 3600 IDS Center, 80 South Eighth Street (Street) Minneapolis MN 55402 (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) c/o Norwest Venture Partners 525 University Avenue, Suite 800 (Street) Palo Alto CA 94301 (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) C/O NORWEST EQUITY PARTNERS 3600 IDS CENTER, 80 SOUTH EIGHTH STREET (Street) MINNEAPOLIS MN 55402 (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. The number of securities reported herein were held directly by Norwest Equity Partners IV, a Minnesota limited partnership ("NEP IV"). NEP IV held the shares indirectly prior to its reacquisition of direct ownership of the shares through a transfer by John P. Whaley on October 10, 2003. John P. Whaley received the shares from NEP IV on July 10, 2003, and pursuant to the terms of the stock purchase agreement, did not hold any pecuniary interest in the shares, which interest remained with NEP IV. Itasca Partners, a Minnesota limited liability partnership ("Itasca") is the general partner of NEP IV. John E. Lindahl and George J. Still, Jr. are the managing partners and John P. Whaley is the managing administrative partner of Itasca (the "Partners"). Each of the Partners may have been deemed to beneficially own such shares, but each of the Partners disclaims beneficial ownership of such shares, except to the extent of his indirect pecuniary interest therein.

2. On October 10, 2003, NEP IV distributed, as a pro rata partnership distribution without consideration, an aggregate of 1,221,487 shares of NVE Corporation common stock, representing all shares of NVE Corporation common stock held by NEP IV (the "Distribution").

3. The number of securities reported on Line 2 of Table I were received by John P. Whaley in the Distribution. As a result of the Distribution, Mr. Whaley no longer has an indirect beneficial or pecuniary interest in the shares of NVE Corporation beneficially owned by NEP IV.

4. The number of securities reported on Line 3 of Table I were received by George J. Still, Jr. in the Distribution. As a result of the Distribution, Mr. Still no longer has an indirect beneficial or pecuniary interest in the shares of NVE Corporation beneficially owned by NEP IV.

Remarks:

	John P. Whaley, Managing Administrative Partner of Itasca Partners, for itself and as General Partner of Norwest Equity Partners IV, a Minnesota Limited Partnership	10/15/2003
	George J. Still, Jr., by Bobbi V. Mattos, His Attorney-In-Fact	10/15/2003
	John E. Lindahl, by John P. Whaley, His Attorney-In-Fact	10/15/2003
	John P. Whaley	10/15/2003
	** Signature of Reporting Person	Date
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