<PAGE>

   As filed with the Securities and Exchange Commission on October 22, 2002.

                                                 Registration No. 333-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   ----------

                                    FORM S-8
             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

                                   ----------

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

       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 including zip code)

                 Educational Development Corporation 401(k) Plan
           Educational Development Corporation 2002 Stock Option Plan
                            (Full title of the plans)


                                   ----------

                                Randall W. White
                             President and Treasurer
                              10302 East 55th Place
                           Tulsa, Oklahoma 74146-6515
                                 (918) 622-4522
 (Name, address and telephone number, including area code, of agent for service)

                         CALCULATION OF REGISTRATION FEE
<Table>
<Caption>
===================================================================================================================================
                                                                  Proposed           Proposed
                                                                  maximum             maximum           Amount of
      Title of securities               Amount to be           offering price        aggregate         registration
        to be registered                Registered(1)           per share(3)     offering price(3)         fee
-----------------------------------------------------------------------------------------------------------------------------------

<S>                                  <C>                              <C>           <C>                  <C>
Common Stock, $.20 par value         1,500,000 shares(2)              N/A           $8,370,000           $771.00
===================================================================================================================================
</Table>

(1)  Pursuant to Rule 416(a), this Registration Statement also covers such
     indeterminable number of additional shares of common stock as may be
     offered or issued to prevent dilution resulting from stock splits, stock
     dividends and similar transactions.

(2)  Consists of 1,000,000 shares that may be issued upon exercise of options
     granted under the Educational Development Corporation 2002 Stock Option
     Plan and up to 500,000 shares that may be acquired by the trustee pursuant
     to the Educational Development Corporation 401(k) Plan (the "401(k) Plan")
     for the accounts of participants. Pursuant to Rule 416(c), this
     Registration Statement also covers an indeterminate amount of interests to
     be offered or sold pursuant to the 401(k) Plan.

(3)  Estimated solely for the purpose of calculating the registration fee in
     accordance with Rule 457(h) based on a price of $5.58 per share, which
     represents the average of the high and low sale prices reported on the
     Nasdaq National Market on October 16, 2002.

<PAGE>




                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3. Incorporation of Documents by Reference.

     The following documents are incorporated by reference and made a part of
this Registration Statement:

     (1)  Our Annual Report on Form 10-K for the fiscal year ended February 28,
          2002;

     (2)  Our Quarterly Report on Form 10-Q for each of the quarters ended May
          31, 2002, and August 31, 2002; and

     (3)  The description of our common stock contained in the Registration
          Statement on Form 10 (Commission File No. 0-4957) filed pursuant to
          the Securities Exchange Act of 1934, as amended, including any
          amendments or reports filed for the purpose of updating such
          description.

     In addition, all documents we subsequently file pursuant to Sections 13(a),
13(c), 14 and 15(d) of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"), prior to the filing of a post-effective amendment which
indicates that all securities offered hereby have been sold or which deregisters
all securities offered hereby then remaining unsold, shall be deemed to be
incorporated by reference and to be a part of this Registration Statement from
the date of filing of such documents. Any statement contained in this
Registration Statement, or in a document incorporated by reference herein, shall
be deemed to be modified or superseded for purposes of this Registration
Statement to the extent that a statement contained in any other subsequently
filed incorporated document modifies or supersedes such statement. Any such
statement so modified or superseded shall not be deemed to constitute a part of
this Registration Statement, except as so modified or superseded.

Item 4.  Description of Securities.

     Not applicable.

Item 5.  Interests of Named Experts and Counsel.

     Not applicable.

Item 6.  Indemnification of Directors and Officers.

     Section 145 of the General Corporation Law of the State of Delaware
provides generally that a corporation may indemnify any person who was or is a
party to or is threatened to be made a party to any threatened, pending or
completed action, suit or proceeding, whether civil, criminal, administrative,
or investigative in nature, by reason of the fact that he is or was a director,
officer, employee or agent of another corporation, partnership, joint venture,
trust or other enterprise, against expenses (including attorneys' fees) and, in
a proceeding not by or in the right of the corporation, judgments, fines, and
amounts paid in settlement, actually and reasonably incurred by him in
connection with such suit or proceeding, if he acted in good faith and in a
manner believed to be in or not opposed to the best interests of the corporation
and, with respect to any criminal action or proceeding, had no reason to believe
his conduct was unlawful. Delaware law further provides that a corporation may
not indemnify any person against expenses incurred in connection with an action
by or in the right of the corporation if such person shall have been adjudged to
be liable in the performance of his duty to the corporation unless and only to
the extent that the court in which such action or suit was brought shall
determine that, despite the adjudication of liability but in the view of all the
circumstances of the case, such person is fairly and reasonably entitled to
indemnity for the expenses which such court shall deem proper.

     Our Restated By-Laws provide that we shall indemnify each person who is or
was a director, officer, employee or agent of our company (or who is or was
serving at our request as a director, officer, employee or agent of another
corporation or of a partnership, joint venture, trust or other enterprise) to
the fullest extent permitted under Delaware General Corporation Law.


                                      II-1
<PAGE>




     Section 102(b)(7) of Delaware General Corporation Law gives each Delaware
corporation the power to eliminate or limit its directors' personal liability to
the corporation or its stockholders for monetary damages for certain breaches of
fiduciary duty as a director, except:

     o    for any breach of the director's duty of loyalty to the corporation or
          its stockholders;

     o    for acts or omissions not in good faith, or which involve intentional
          misconduct or a knowing violation of the law;

     o    under Section 174 of Delaware General Corporation Law (providing for
          liability of directors for the unlawful payment of dividends or
          unlawful stock purchases or redemptions); or

     o    for any transaction from which a director derived an improper personal
          benefit.

     Our Restated Certificate of Incorporation, as amended, eliminates the
personal liability of our directors to the extent permitted by Section 102(b)(7)
of Delaware General Corporation Law.

Item 7.  Exemption from Registration Claimed.

     Not applicable.

Item 8.  Exhibits.



<Table>
<Caption>
Exhibit Number      Description
--------------      -----------

    <S>            <C>
    5.1            Opinion of Conner & Winters, P.C.

   23.1            Consent of Deloitte & Touche LLP.

   23.2            Consent of Conner & Winters, P.C. (included in Exhibit 5.1).

   24              Power of Attorney (included on the signature page to this
                   Registration Statement).
</Table>

In lieu of an opinion of counsel concerning compliance with the requirements of
ERISA or a determination letter contemplated under Item 601(5)(ii) of Regulation
S-K, the registrant hereby undertakes that it will submit or has submitted the
Educational Development Corporation 401(k) Plan and any amendment thereto to the
Internal Revenue Service ("IRS") in a timely manner and has made or will make
all changes required by the IRS in order to qualify the plan under Section 401
of the Internal Revenue Code.

Item 9. Undertakings.

     (a) The undersigned registrant hereby undertakes:

         (1) To file, during any period in which offers or sales are being made
     of the securities registered hereby, a post-effective amendment to this
     Registration Statement:

             (i) To include any prospectus required by Section 10(a)(3) of the
         Securities Act;

             (ii) To reflect in the prospectus any facts or events arising after
         the effective date of this Registration Statement (or the most recent
         post-effective amendment thereof) which, individually or in the
         aggregate, represent a fundamental change in the information set forth
         in this Registration Statement;

                                      II-2
<PAGE>

             (iii) To include any material information with respect to the plan
         of distribution not previously disclosed in this Registration Statement
         or any material change to such information in this Registration
         Statement;

         provided, however, that the undertakings set forth in paragraphs
         (a)(1)(i) and (a)(1)(ii) above do not apply if the information required
         to be included in a post-effective amendment by those paragraphs is
         contained in periodic reports filed by the registrant pursuant to
         Section 13 or Section 15(d) of the Exchange Act that are incorporated
         by reference in this Registration Statement.

         (2) That, for the purpose of determining any liability under the
     Securities Act, each such post-effective amendment shall be deemed to be a
     new registration statement relating to the securities offered therein, and
     the offering of such securities at that time shall be deemed to be the
     initial bona fide offering thereof.

         (3) To remove from registration by means of a post-effective amendment
     any of the securities being registered which remain unsold at the
     termination of the offering.

     (b) The undersigned registrant hereby further undertakes that, for purposes
of determining any liability under the Securities Act, each filing of the
registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Exchange Act (and, where applicable, each filing of an employee benefit plan's
annual report pursuant to Section 15(d) of the Exchange Act) that is
incorporated by reference in this Registration Statement shall be deemed to be a
new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

     (c) Insofar as indemnification for liabilities arising under the Securities
Act may be permitted to directors, officers and controlling persons of the
registrant pursuant to the foregoing provisions, or otherwise, the registrant
has been advised that, in the opinion of the Securities and Exchange Commission,
such indemnification is against public policy as expressed in the Securities Act
and is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the registrant of expenses
incurred or paid by a director, officer or controlling person of the registrant
in the successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Securities Act and will be governed by the final
adjudication of such issue.



                                      II-3
<PAGE>


                                   SIGNATURES

         The Registrant. Pursuant to the requirements of the Securities Act of
1933, the Registrant certifies that it has reasonable grounds to believe that it
meets all of the requirements for filing on Form S-8 and has duly caused this
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Tulsa, State of Oklahoma, on the 22nd day of
October, 2002.

                                           EDUCATIONAL DEVELOPMENT CORPORATION

                                           By: /s/ Randall W. White
                                               ------------------------
                                               Randall W. White
                                               President and Treasurer

         KNOW ALL MEN BY THESE PRESENTS, that each individual whose signature
appears below constitutes and appoints Randall W. White and W. Curtis Fossett,
each of them, his true and lawful attorneys-in-fact and agents with full power
of substitution, for him and in his name, place and stead, in any and all
capacities, to sign any and all amendments (including post-effective amendments)
to this Registration Statement, and to file the same, with all exhibits thereto,
and all documents in connection therewith, with the Securities and Exchange
Commission, granting unto said attorneys-in-fact and agents, full power and
authority to do and perform each and every act and thing requisite and necessary
to be done in and about the premises, as fully to all intents and purposes as he
might or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents, or his or their substitutes, may lawfully do or
cause to be done by virtue hereof.

         Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the dates indicated:


<Table>
<Caption>
SIGNATURE                                TITLE                                 DATE
---------                                -----                                 ----

<S>                                      <C>                                   <C>
/s/ Randall W. White                     Chairman of the Board, President,     October 22, 2002
------------------------                 Treasurer and Director
Randall W. White


/s/ W. Curtis Fossett                    Controller and Corporate Secretary    October 22, 2002
------------------------                 (Principal Financial and
W. Curtis Fossett                        Accounting Officer)


/s/ Robert D. Berryhill                  Director                              October 22, 2002
------------------------
Robert D. Berryhill

/s/ G. Dean Cosgrove                     Director                              October 22, 2002
------------------------
G. Dean Cosgrove

/s/ James F. Lewis                       Director                              October 22, 2002
------------------------
James F. Lewis
</Table>


                                      II-4
<PAGE>


         The 401(k) Plan. Pursuant to the requirements of the Securities Act of
1933, the trustee (or other persons who administer the employee benefit plan)
have duly caused this Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Tulsa, State of Oklahoma,
on the 22nd day of October, 2002.

                                             EDUCATIONAL DEVELOPMENT CORPORATION
                                                    401(k) PLAN

                                             By: /s/ Randall W. White
                                                 ------------------------
                                                 Randall W. White
                                                 Trustee





                                      II-5
<PAGE>



                                  EXHIBIT INDEX



<Table>
<Caption>
Exhibit Number                      Description
--------------                      -----------

<S>                     <C>
    5.1                 Opinion of Conner & Winters, P.C.

   23.1                 Consent of Deloitte & Touche LLP.

   23.2                 Consent of Conner & Winters, P.C. (included in
                        Exhibit 5.1).

   24                   Power of Attorney (included on the signature page to
                        this Registration Statement).
</Table>
[{"type": "S-8", "sequence": "1", "filename": "d00537sv8.txt", "description": "FORM S-8", "secsgml_size_bytes": 18261}]
{"company-data": {"conformed-name": "EDUCATIONAL DEVELOPMENT CORP", "cik": "0000031667", "assigned-sic": "5190", "irs-number": "730750007", "state-of-incorporation": "DE", "fiscal-year-end": "0228"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-100659", "film-number": "02794606"}, "business-address": {"street1": "10302 E 55TH PL #B", "city": "TULSA", "state": "OK", "zip": "74146", "phone": "9186224522"}, "mail-address": {"street1": "PO BOX 470663", "city": "TULSA", "state": "OK", "zip": "741460663"}, "former-company": [{"former-conformed-name": "INTERNATIONAL TEACHING TAPES INC", "date-changed": "19701030"}, {"former-conformed-name": "TUTOR TAPES INTERNATIONAL CORP", "date-changed": "19701030"}]}
As filed with the Securities and Exchange Commission on October 22, 2002.

                                                 Registration No. 333-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   ----------

                                    FORM S-8
             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

                                   ----------

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

       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 including zip code)

                 Educational Development Corporation 401(k) Plan
           Educational Development Corporation 2002 Stock Option Plan
                            (Full title of the plans)

                                   ----------

                                Randall W. White
                             President and Treasurer
                              10302 East 55th Place
                           Tulsa, Oklahoma 74146-6515
                                 (918) 622-4522
 (Name, address and telephone number, including area code, of agent for service)

                         CALCULATION OF REGISTRATION FEE
===================================================================================================================================
                                                                  Proposed           Proposed
                                                                  maximum             maximum           Amount of
      Title of securities               Amount to be           offering price        aggregate         registration
        to be registered                Registered(1)           per share(3)     offering price(3)         fee
-----------------------------------------------------------------------------------------------------------------------------------
Common Stock, $.20 par value         1,500,000 shares(2)              N/A           $8,370,000           $771.00
===================================================================================================================================
(1)  Pursuant to Rule 416(a), this Registration Statement also covers such
     indeterminable number of additional shares of common stock as may be
     offered or issued to prevent dilution resulting from stock splits, stock
     dividends and similar transactions.

(2)  Consists of 1,000,000 shares that may be issued upon exercise of options
     granted under the Educational Development Corporation 2002 Stock Option
     Plan and up to 500,000 shares that may be acquired by the trustee pursuant
     to the Educational Development Corporation 401(k) Plan (the "401(k) Plan")
     for the accounts of participants. Pursuant to Rule 416(c), this
     Registration Statement also covers an indeterminate amount of interests to
     be offered or sold pursuant to the 401(k) Plan.

(3)  Estimated solely for the purpose of calculating the registration fee in
     accordance with Rule 457(h) based on a price of $5.58 per share, which
     represents the average of the high and low sale prices reported on the
     Nasdaq National Market on October 16, 2002.
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3. Incorporation of Documents by Reference.

     The following documents are incorporated by reference and made a part of
this Registration Statement:

     (1)  Our Annual Report on Form 10-K for the fiscal year ended February 28,
          2002;

     (2)  Our Quarterly Report on Form 10-Q for each of the quarters ended May
          31, 2002, and August 31, 2002; and

     (3)  The description of our common stock contained in the Registration
          Statement on Form 10 (Commission File No. 0-4957) filed pursuant to
          the Securities Exchange Act of 1934, as amended, including any
          amendments or reports filed for the purpose of updating such
          description.

     In addition, all documents we subsequently file pursuant to Sections 13(a),
13(c), 14 and 15(d) of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"), prior to the filing of a post-effective amendment which
indicates that all securities offered hereby have been sold or which deregisters
all securities offered hereby then remaining unsold, shall be deemed to be
incorporated by reference and to be a part of this Registration Statement from
the date of filing of such documents. Any statement contained in this
Registration Statement, or in a document incorporated by reference herein, shall
be deemed to be modified or superseded for purposes of this Registration
Statement to the extent that a statement contained in any other subsequently
filed incorporated document modifies or supersedes such statement. Any such
statement so modified or superseded shall not be deemed to constitute a part of
this Registration Statement, except as so modified or superseded.

Item 4.  Description of Securities.

     Not applicable.

Item 5.  Interests of Named Experts and Counsel.

     Not applicable.

Item 6.  Indemnification of Directors and Officers.

     Section 145 of the General Corporation Law of the State of Delaware
provides generally that a corporation may indemnify any person who was or is a
party to or is threatened to be made a party to any threatened, pending or
completed action, suit or proceeding, whether civil, criminal, administrative,
or investigative in nature, by reason of the fact that he is or was a director,
officer, employee or agent of another corporation, partnership, joint venture,
trust or other enterprise, against expenses (including attorneys' fees) and, in
a proceeding not by or in the right of the corporation, judgments, fines, and
amounts paid in settlement, actually and reasonably incurred by him in
connection with such suit or proceeding, if he acted in good faith and in a
manner believed to be in or not opposed to the best interests of the corporation
and, with respect to any criminal action or proceeding, had no reason to believe
his conduct was unlawful. Delaware law further provides that a corporation may
not indemnify any person against expenses incurred in connection with an action
by or in the right of the corporation if such person shall have been adjudged to
be liable in the performance of his duty to the corporation unless and only to
the extent that the court in which such action or suit was brought shall
determine that, despite the adjudication of liability but in the view of all the
circumstances of the case, such person is fairly and reasonably entitled to
indemnity for the expenses which such court shall deem proper.

     Our Restated By-Laws provide that we shall indemnify each person who is or
was a director, officer, employee or agent of our company (or who is or was
serving at our request as a director, officer, employee or agent of another
corporation or of a partnership, joint venture, trust or other enterprise) to
the fullest extent permitted under Delaware General Corporation Law.

                                      II-1
Section 102(b)(7) of Delaware General Corporation Law gives each Delaware
corporation the power to eliminate or limit its directors' personal liability to
the corporation or its stockholders for monetary damages for certain breaches of
fiduciary duty as a director, except:

     o    for any breach of the director's duty of loyalty to the corporation or
          its stockholders;

     o    for acts or omissions not in good faith, or which involve intentional
          misconduct or a knowing violation of the law;

     o    under Section 174 of Delaware General Corporation Law (providing for
          liability of directors for the unlawful payment of dividends or
          unlawful stock purchases or redemptions); or

     o    for any transaction from which a director derived an improper personal
          benefit.

     Our Restated Certificate of Incorporation, as amended, eliminates the
personal liability of our directors to the extent permitted by Section 102(b)(7)
of Delaware General Corporation Law.

Item 7.  Exemption from Registration Claimed.

     Not applicable.

Item 8.  Exhibits.
Exhibit Number      Description
--------------      -----------
5.1            Opinion of Conner & Winters, P.C.

   23.1            Consent of Deloitte & Touche LLP.

   23.2            Consent of Conner & Winters, P.C. (included in Exhibit 5.1).

   24              Power of Attorney (included on the signature page to this
                   Registration Statement).
In lieu of an opinion of counsel concerning compliance with the requirements of
ERISA or a determination letter contemplated under Item 601(5)(ii) of Regulation
S-K, the registrant hereby undertakes that it will submit or has submitted the
Educational Development Corporation 401(k) Plan and any amendment thereto to the
Internal Revenue Service ("IRS") in a timely manner and has made or will make
all changes required by the IRS in order to qualify the plan under Section 401
of the Internal Revenue Code.

Item 9. Undertakings.

     (a) The undersigned registrant hereby undertakes:

         (1) To file, during any period in which offers or sales are being made
     of the securities registered hereby, a post-effective amendment to this
     Registration Statement:

             (i) To include any prospectus required by Section 10(a)(3) of the
         Securities Act;

             (ii) To reflect in the prospectus any facts or events arising after
         the effective date of this Registration Statement (or the most recent
         post-effective amendment thereof) which, individually or in the
         aggregate, represent a fundamental change in the information set forth
         in this Registration Statement;

                                      II-2
(iii) To include any material information with respect to the plan
         of distribution not previously disclosed in this Registration Statement
         or any material change to such information in this Registration
         Statement;

         provided, however, that the undertakings set forth in paragraphs
         (a)(1)(i) and (a)(1)(ii) above do not apply if the information required
         to be included in a post-effective amendment by those paragraphs is
         contained in periodic reports filed by the registrant pursuant to
         Section 13 or Section 15(d) of the Exchange Act that are incorporated
         by reference in this Registration Statement.

         (2) That, for the purpose of determining any liability under the
     Securities Act, each such post-effective amendment shall be deemed to be a
     new registration statement relating to the securities offered therein, and
     the offering of such securities at that time shall be deemed to be the
     initial bona fide offering thereof.

         (3) To remove from registration by means of a post-effective amendment
     any of the securities being registered which remain unsold at the
     termination of the offering.

     (b) The undersigned registrant hereby further undertakes that, for purposes
of determining any liability under the Securities Act, each filing of the
registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Exchange Act (and, where applicable, each filing of an employee benefit plan's
annual report pursuant to Section 15(d) of the Exchange Act) that is
incorporated by reference in this Registration Statement shall be deemed to be a
new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

     (c) Insofar as indemnification for liabilities arising under the Securities
Act may be permitted to directors, officers and controlling persons of the
registrant pursuant to the foregoing provisions, or otherwise, the registrant
has been advised that, in the opinion of the Securities and Exchange Commission,
such indemnification is against public policy as expressed in the Securities Act
and is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the registrant of expenses
incurred or paid by a director, officer or controlling person of the registrant
in the successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Securities Act and will be governed by the final
adjudication of such issue.

                                      II-3
SIGNATURES

         The Registrant. Pursuant to the requirements of the Securities Act of
1933, the Registrant certifies that it has reasonable grounds to believe that it
meets all of the requirements for filing on Form S-8 and has duly caused this
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Tulsa, State of Oklahoma, on the 22nd day of
October, 2002.

                                           EDUCATIONAL DEVELOPMENT CORPORATION

                                           By: /s/ Randall W. White
                                               ------------------------
                                               Randall W. White
                                               President and Treasurer

         KNOW ALL MEN BY THESE PRESENTS, that each individual whose signature
appears below constitutes and appoints Randall W. White and W. Curtis Fossett,
each of them, his true and lawful attorneys-in-fact and agents with full power
of substitution, for him and in his name, place and stead, in any and all
capacities, to sign any and all amendments (including post-effective amendments)
to this Registration Statement, and to file the same, with all exhibits thereto,
and all documents in connection therewith, with the Securities and Exchange
Commission, granting unto said attorneys-in-fact and agents, full power and
authority to do and perform each and every act and thing requisite and necessary
to be done in and about the premises, as fully to all intents and purposes as he
might or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents, or his or their substitutes, may lawfully do or
cause to be done by virtue hereof.

         Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the dates indicated:
SIGNATURE                                TITLE                                 DATE
---------                                -----                                 ----
/s/ Randall W. White                     Chairman of the Board, President,     October 22, 2002
------------------------                 Treasurer and Director
Randall W. White

/s/ W. Curtis Fossett                    Controller and Corporate Secretary    October 22, 2002
------------------------                 (Principal Financial and
W. Curtis Fossett                        Accounting Officer)

/s/ Robert D. Berryhill                  Director                              October 22, 2002
------------------------
Robert D. Berryhill

/s/ G. Dean Cosgrove                     Director                              October 22, 2002
------------------------
G. Dean Cosgrove

/s/ James F. Lewis                       Director                              October 22, 2002
------------------------
James F. Lewis
II-4
The 401(k) Plan. Pursuant to the requirements of the Securities Act of
1933, the trustee (or other persons who administer the employee benefit plan)
have duly caused this Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Tulsa, State of Oklahoma,
on the 22nd day of October, 2002.

                                             EDUCATIONAL DEVELOPMENT CORPORATION
                                                    401(k) PLAN

                                             By: /s/ Randall W. White
                                                 ------------------------
                                                 Randall W. White
                                                 Trustee

                                      II-5
EXHIBIT INDEX
Exhibit Number                      Description
--------------                      -----------
5.1                 Opinion of Conner & Winters, P.C.

   23.1                 Consent of Deloitte & Touche LLP.

   23.2                 Consent of Conner & Winters, P.C. (included in
                        Exhibit 5.1).

   24                   Power of Attorney (included on the signature page to
                        this Registration Statement).