8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 30, 2007

NAVARRE CORPORATION

(Exact name of Registrant as specified in its charter)

Minnesota	000-22982	41-1704319
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
7400 49th Avenue North, New Hope, MN 55428
(Address of principal executive offices)
Registrant’s telephone number, including area code: (763) 535-8333
Not Applicable
(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

	Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers.
	Item 9.01 Financial Statements and Exhibits
SIGNATURES
EXHIBIT INDEX
Amendment to Employment Agreement

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers.

On March 30, 2007, Navarre Corporation (the “Company”) entered into an amendment to Eric H. Paulson’s Employment Agreement dated November 1, 2001. This amendment provides that certain variable amounts that the Company was obligated to reimburse to Mr. Paulson, or to have the Company pay directly to third parties on his behalf, for three years following the expiration of his employment agreement and his retirement as an officer of the Company shall instead be fixed and paid on a monthly basis for three years beginning in October 2007. The amount of these monthly payments to Mr. Paulson was determined using applicable historical data regarding these obligations and shall be $6,049. Except as to those items described herein, the material terms and conditions of Mr. Paulson’s employment agreement remain unchanged.

The foregoing summary of the amendment to Mr. Paulson’s employment agreement is qualified in its entirety by the terms of the amendment, a copy of which is attached hereto as Exhibit 99.2 to this Form 8-K and is hereby incorporated by reference.

(b) On March 31, 2007, the term of Eric H. Paulson’s employment pursuant to his November 1, 2001 Employment Agreement expired and Mr. Paulson voluntarily resigned his position as an executive officer of the Company. Mr. Paulson will continue in his position as Chairman of the Company’s Board of Directors.

Item 9.01 Financial Statements and Exhibits

(c) Exhibits. The following exhibits are filed with this document:

           Exhibit

99.1 Amendment to Employment Agreement Dated March 30, 2007, by and between Navarre Corporation and Eric H. Paulson

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.

	NAVARRE CORPORATION
Dated: April 3, 2007	By:	/s/ J. Reid Porter
		Name:	J. Reid Porter
		Title:	Chief Financial Officer and Executive Vice President

EXHIBIT INDEX

Exhibit No.	Description
99.1	Amendment to Employment Agreement Dated March 30, 2007, by and between Navarre Corporation and Eric H. Paulson

EX-99.1

Exhibit 99.1

THIRD AMENDMENT TO
EMPLOYMENT AGREEMENT

THIS AMENDMENT TO EMPLOYMENT AGREEMENT (“Amendment”) is made and effective as of the 30th day of March, 2007 (the “Effective Date”) by and between Navarre Corporation, a Minnesota corporation (the “Company”) and Eric H. Paulson, a resident of the State of Minnesota (“Executive”).

W I T N E S S E T H

WHEREAS, Company and Executive previously entered into that certain Employment Agreement dated November 1, 2001, as amended December 4, 2003 and further amended December 28, 2006 (the “Employment Agreement”);

WHEREAS, the Company and Executive agreed in the December 28, 2006 amendment (the “409A Amendment”) to further amend the Employment Agreement as may be advisable to avoid the imposition of penalties and additional taxes under Section 409A of the Code; and

WHEREAS, the Company, with the authorization of the Compensation Committee of the Board of Directors, and Executive now desire to amend the Employment Agreement pursuant to the terms and conditions set forth herein;

NOW, THEREFORE, in consideration of the foregoing premises and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

1. Section 7 of the Employment Agreement is hereby deleted in its entirety and substituted therefor is the following amended and restated Section 7:

“7. Payments and Benefits Upon Retirement. At the completion of Executive’s employment with the Company on March 31, 2007, Executive and his heirs or legal representatives shall be entitled to receive:

(a) IDCP payments pursuant to Section 4(d)(iv);

(b) payment by no later than June 15, 2007 of any Bonus earned pursuant to Section 4(b) for the fiscal year ending March 31, 2007;

(c) payment on March 30, 2007 of all earned but unused vacation pursuant to Company policy;

(d) reimbursement of any unpaid business expense pursuant to Company policy; and

(e) the following retirement payments and benefits, subject where necessary to a six month delay under the 409A Amendment:

(i) Average Annual Compensation (as defined above) for a period of three (3) years ending March 31, 2010, payable pursuant to the Company’s normal payroll schedule;

(ii) Payment of the full premium for continued coverage of Executive and his dependents in the group medical plan provided to the Company’s other officers through March 31, 2010;

(iii) Payment of the full premium for continued coverage of Executive and his dependents in the group dental plan provided to the Company’s other officers through December 31, 2009; and

(iv) Payment of a fixed cash equivalent substitute, equal to the amount of $6,049 per month through March 31, 2010, in lieu of and in full substitution for the following benefits which are hereby discontinued effective March 31, 2007:

payment of dues and assessments for Executive’s social, athletic, golf or country club (Section 4(e)(i));

participation in the Company’s group life, AD&D and disability plans (Section 4(e)(ii);

payment of premiums for Executive’s personal life insurance policies (Section 4(e)(iii);

payment or reimbursement for Executive’s costs of licensing, sales, taxes, property taxes, maintenance, repair, oil, gasoline and insurance for his automobile (Section 4(e)(v); and

continued participation in (i.e. further salary contributions and Company match) the Company’s 401(k) plan (Section 4(e)(vii)).

2. The parties hereto hereby acknowledge and agree that except as expressly amended hereby, the Employment Agreement remains in full force and effect in accordance with its terms, and that this Amendment, together with the Employment Agreement, reflect the entire agreement of the parties hereto.

3. This Agreement may be executed in counterparts, each of which will be deemed an original but all of which will constitute one and the same instrument.

IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the day and year first above written.

THE COMPANY:		EXECUTIVE:
Navarre Corporation, a Minnesota Corporation
By:	/s/ J. Reid Porter J. Reid Porter, Chief Financial Officer and Executive Vice President	/s/ Eric H. Paulson Eric H. Paulson