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): May 25, 2004

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

                         Commission file number: 0-4957

           Delaware                                              73-0750007
(State or other jurisdiction of                              (I.R.S. Employer
incorporation or organization)                               Identification No.)

                10302 East 55th Place, Tulsa, Oklahoma 74146-6515
              (Address of principal executive offices and Zip Code)

                                 (918) 622-4522
              (Registrant's telephone number, including area code)




ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS

      (c)   EXHIBITS

            99.1  Press release dated as of May 25, 2004

ITEM 9. REGULATION FD DISCLOSURE

      In  accordance  with General  Instruction  B.2. of Form 8-K, the following
information and the exhibits  referenced therein shall not be deemed "filed" for
purposes of Section 18 of the Securities  Exchange Act of 1934, as amended,  nor
shall it or they be deemed  incorporated  by  reference  in any filing under the
Securities Act of 1933, as amended.

      On May 25, 2004, Educational Development Corporation,  announced via press
release,  forecasts record 1st quarter.  A copy of the press release is attached
hereto.




                                   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.

      Educational Development Corporation

By:   /s/ Randall W. White
      -------------------------------------
      Randall W. White
      President and Chief Executive Officer

Date:  May 25, 2004




                                  EXHIBIT INDEX

EXHIBIT
NUMBER      DESCRIPTION
--------    -----------

*99.1       Press release dated as of May 25, 2004

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*Filed herewith.