================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 ----------------------------------------- FORM 15 Certification and Notice of Termination of Registration under Section 12(g) of the Securities Exchange Act of 1934 or Suspension of Duty to File Reports under Sections 13 and 15(d) of the Securities Exchange Act of 1934. EDUCATIONAL INSIGHTS, INC. (Exact name of registrant as specified in its charter) 0-23606 95-2392545 (Commission File Number) (I.R.S. Employer Identification No.) 16941 Keegan Avenue Carson, CA 90746 (Address of principal executive offices) Registrant's telephone number, including area code: (310) 884-2000 Please place an X in the box(es) to designate the appropriate rule provision(s) relied upon to terminate or suspend the duty to file reports: Rule 12g-4(a)(1)(i) /X/ Rule 12h-3(b)(1)(ii) / / Rule 12g-4(a)(1)(ii) / / Rule 12h-3(b)(2)(i) / / Rule 12g-4(a)(2)(i) / / Rule 12h-3(b)(2)(ii) / / Rule 12g-4(a)(2)(ii) / / Rule 15d-6 / / Rule 12h-3(b)(1)(i) /X/ Approximate number of holders or record as of the certification or notice date. 99 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, Educational Insights, Inc. has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Date: March 29, 2001 By: /s/ STEPHEN E. BILLIS --------------------------------- Stephen E. Billis Vice President, Chief Financial Officer and Secretary