UNITED STATES

  SECURITIES AND EXCHANGE COMMISSION

  Washington, D.C.  20549
 FORM
  8-K/A
(Amendment
  No. 1)
CURRENT
  REPORT

  Pursuant to
  Section 13 OR 15(d) of The Securities Exchange Act of 1934


  Date of Report (Date of earliest event reported)  December 17, 2007

  


  NVE Corporation

  (Exact name of registrant as specified in its charter)


  
 




  
    
      
Minnesota
    
    
      
000-12196
         
    
    
      
41-1424202
    
  
  
    
      
(State
        or other jurisdiction of incorporation)
    
    
      
(Commission File Number) 
    
    
      
(IRS Employer Identification No.)
    
  






  
    
    
      
11409 Valley View Road, Eden Prairie, Minnesota
    
    
      
55344
    
  
  
    
      
 
    
    
      
(Address of principal executive offices)
    
    
      
(Zip Code)
    
  



 Registrant’s telephone
number, including area code (952) 829-9217


                                                                                                                                

  (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 (see General
  Instruction A.2. below):
[  ] Written
  communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ] Soliciting
  material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ] Pre-commencement communications
  pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ] Pre-commencement communications
  pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 


Explanatory Note

     This Amendment No. 1 to Form 8-K is being filed
to disclose an amendment to the lease agreement on the building housing our principal
executive offices and manufacturing facility.





Item 1.01 Entry into a Material Definitive Agreement



     On December 17, 2007
we executed a third amendment to the lease agreement between us and Carlson Real
Estate Company covering the building housing our principal executive offices and
manufacturing facility. The building consists of 21,362 square feet of offices,
laboratories, and production areas. Our lease would have expired December 31,
2008 without the third amendment. The third amendment extends the lease for an
additional term of seven years, expiring December 31, 2015, with a onetime right
to cancel the lease at our option on December 31, 2012. The amendment provides
for annual base rent of $138,853 in 2009, increasing 2.5% each subsequent year
during the extended term. Additionally, the landlord agreed to provide a tenant
improvement allowance of $213,620.
     The lease amendment is filed as Exhibit 10.6
  to this Current Report on Form 8-K/A.

 
 
2
 
 SIGNATURE

     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 hereunto
  duly authorized.


  
    
      
Date  December
        20, 2007
    
    
      
NVE CORPORATION
    
  
  
    
    
    
      
          (Registrant)
    
  
  
    
     
  
  
    
    
      /s/
        CURT A. REYNDERS 
    
  
  
    
            Curt
      A. Reynders
  
  
    
       Chief
      Financial Officer
  

 
 
 
3
 
INDEX
  TO EXHIBITS
Item 9.01 Financial
  Statements and Exhibits

  
    
      
Exhibit
        #
    
    
    
      
Description
    
  
  
    
      
10.1
    
    
    Lease
      dated October 1, 1998 between the company and Glenborough Properties, L.P.
      (incorporated by reference to our Quarterly Report on Form 10-QSB for the
      period ended September 30, 2002).
  
  
     
    
    
  
  
    
      
10.2
    
    
    First
      amendment to lease between the company and Glenborough Properties, LP dated
      September 18, 2002 (incorporated by reference to our Quarterly Report on
      Form 10-QSB for the period ended September 30, 2002).
  
  
     
    
    
  
  
    
      
10.3
    
    
    Second
      amendment to lease between the company and Glenborough Properties, LP dated
      December 1, 2003 (incorporated by reference to our Quarterly Report on Form
      10-QSB for the period ended December 31, 2003).
  
  
     
    
    
  
  
    
      
10.4
    
    
    Notification
      from Glenborough Properties, LP relating to change in building ownership
      (incorporated by reference to our Current Report on Form 8-K filed October
      11, 2005).
  
  
     
    
    
  
  
    
      
10.5
    
    
    Notification
      from Carlson Real Estate Company, Inc. relating to change in building ownership
      (incorporated by reference to our Current Report on Form 8-K filed October
      11, 2005).
  
  
     
    
    
  
  
    
      
10.6
    
    
     Third
      amendment to lease between the company and Carlson Real Estate Company,
      Inc. dated December 17, 2007 (filed with this Current Report on Form 8-K/A).
  




 
 
 


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