SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  FORM 12B-25

                           NOTIFICATION OF LATE FILING


                                                 Commission File Number: 1-11038

(Check one):

[ ] Form 10-K      [X] Form 10-KSB       [ ] Form 11-K            [ ] Form N-SAR
[ ] Form 20-F      [ ] Form 10-Q         [ ] Form 10-QSB

                    FOR THE FISCAL YEAR ENDED AUGUST 31, 2003

[ ] Transition Report on Form 10-K and Form 10-KSB
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q and Form 10-QSB
[ ] Transition Report on Form N-SAR

                FOR THE TRANSITION PERIOD ENDED _________________

     Read attached Instruction Sheet before preparing form. Please print or
type.

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

     If the notification relates to a portion of the filing checked above,
identify the item(s) to which the notification relates: ________________________


                                     PART I
                             REGISTRANT INFORMATION

Full name of registrant:   Northern Technologies International Corporation
                         -------------------------------------------------------

Former name if applicable:          N/A
                           -----------------------------------------------------

Address of principal executive office (street and number):  6680 N. Highway 49
                                                          ----------------------

City, State and Zip Code:  Lino Lakes, Minnesota 55014
                         -------------------------------------------------------

                                     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 appropriate box.)

     [X] (a) The reasons described in reasonable detail in Part III of this
form could not be eliminated without unreasonable effort or expense;

     [X] (b) The subject annual report, semi-annual report, transition report
on Forms 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 Forms 10-K, 10-KSB, 11-K,
20-F, 10-Q, 10-QSB, N-SAR, or the transition report portion thereof, could not
be filed within the prescribed time period:

     The Registrant was unable to file its Annual Report on Form 10-KSB for the
fiscal year ended August 31, 2003 (the "Report") without unreasonable effort due
to delays in gathering certain financial/accounting information for inclusion
therein.


                                     PART IV
                                OTHER INFORMATION

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

              Matthew C. Wolsfeld                    (651) 784-1250
     -------------------------------------    -------------------------------
                    (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):

                                                  [X]  Yes       [ ]  No

     (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?

                                                  [ ]  Yes       [X]  No

     If so, attach an explanation of the anticipated change, both narratively
and quantitatively, and, if appropriate, state the reasons why a reasonable
estimate of the results cannot be made.


                                   SIGNATURES

                 NORTHERN TECHNOLOGIES INTERNATIONAL CORPORATION
                  (NAME OF REGISTRANT AS SPECIFIED IN CHARTER)

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

Date:    November 26, 2003          By:     /s/ Matthew C. Wolsfeld
     --------------------------        -----------------------------------------
                                                Matthew C. Wolsfeld
                                    Its:    Chief Financial Officer
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