**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**WASHINGTON,
      D.C. 20549**


**FORM
      10-QSB**








x
            QUARTERLY
                REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
                1934





For
      the
      quarterly period ended: September 30, 2007





**OR**





o
            TRANSITION
                REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
                1934





For
                the transition period from ____________ to
                ___________.





Commission
      File No.: 0-20726





**Kent
      International Holdings, Inc.**


(Exact
      name of small business issuer as specified in its charter)





Nevada
            20-4888864(State
                or other jurisdiction of incorporation or
                organization)
            (I.R.S.
                EmployerIdentification
                No.)





211
      Pennbrook Road, PO Box 97, Far Hills, NJ 07931


(Address
      of principal executive offices)





(908)
      766-7222


(Issuer's
      telephone number)





376
      Main Street, PO Box 74, Bedminster, NJ 07921


(Former
      name, former address and former fiscal year,


if
      changed since last report)





Check
      whether the issuer (1) filed all reports required to be filed by Section 13
      or
      15(d) of the Exchange Act during the past 12 months (or for such shorter period
      that the issuer was required to file such reports), and (2) has been subject
      to
      such filing requirements for the past 90 days.


Yes
x     No
      o





Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Exchange Act).


Yes
x     No
      o





**APPLICABLE
      ONLY TO ISSUERS INVOLVED IN BANKRUPTCY**


**PROCEEDINGS
      DURING THE PRECEDING FIVE YEARS**





Check
      whether the registrant filed all documents and reports required to be filed
      by
      Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities
      under a plan confirmed by a court.


Yes o    No
      o





**APPLICABLE
      ONLY TO CORPORATE ISSUERS**





State
      the
      number of shares outstanding of each of the issuer's classes of common equity
      as
      of the latest practicable date:  As of October 31, 2007, the issuer
      had 3,567,956 shares of its common stock, par value $.002 per share,
      outstanding.





Transitional
      Small Business Disclosure Format (check one):Yes o  No
x













**KENT
      INTERNATIONAL HOLDINGS, INC.**


**FORM
      10-QSB**


For
      The
      Quarterly Period Ended September 30, 2007


Table
      Of
      Contents





Page
              Number**PART
                I. FINANCIAL INFORMATION****Item
                1.  Financial
                Statements**Balance
                Sheet as of September 30, 2007
            3Statements
                of OperationsThree
                and Nine Months Ended September 30, 2007 and
                2006
            4Statements
                of Cash FlowsNine
                Months Ended September 30, 2007 and
                2006
            5Notes
                to Financial Statements
            6**Item
                2.  Management's Discussion and Analysis of
                Financial Condition and Results of Operations**
            9**Item
                3.  Controls and
                Procedures**
            13**PART
                II. OTHER INFORMATION****Item
                1.  Legal
                Proceedings**
            14**Item
                2.  Unregistered Sales of Equity Securities
                and Use of Proceeds**
            14**Item
                3.****Defaults Upon Senior
                Securities**
            14**Item
                4.  Submission of Matters to a Vote of
                Security Holders**
            14**Item
                5.  Other
                Information**
            14**Item
                6.  Exhibits**
            15**Signatures**
            16




2
 ***Table
            of Contents***





**PART
                I.**
            **FINANCIAL
                INFORMATION**


**ITEM
                1.**
            **Financial
                Statements**





**KENT
      INTERNATIONAL HOLDINGS, INC.**


BALANCE
      SHEET


AS
      OF
      SEPTEMBER 30, 2007


(in
      000’s, except share and per share amounts)


(UNAUDITED)





ASSETSCurrent
                Assets:Cash
                and cash equivalents
            
            $
            5Short-term
                investments
            
            
            10,556Accounts
                receivable
            
            
            1Prepaid
                expenses and other current assets
            
            
            9Total
                current assets
            
            
            10,571Property
                and equipment, net of accumulated depreciation of $1Other
                assets
            
            
            6Total
                assets
            
            $
            10,583LIABILITIES
                AND STOCKHOLDERS’ EQUITYCurrent
                liabilities:Accounts
                payable and accrued expenses
            
            $
            26Stockholders'
                equity:Preferred
                stock, $.002 par value; 2,000,000 shares authorized; none
                outstanding
            
            
            -Common
                stock, $.002 par value; 10,000,000 shares authorized; 3,567,956 shares
                issued and outstanding
            
            
            7Additional
                paid-in capital
            
            
            99,369Accumulated
                deficit
            
            
            (88,819
            )Total
                stockholders' equity
            
            
            10,557Total
                liabilities and stockholders' equity
            
            $
            10,583








See
      accompanying notes to financial statements.





3
 ***Table
            of Contents***





**KENT
      INTERNATIONAL HOLDINGS, INC.**


STATEMENTS
      OF OPERATIONS


(in
      000’s, except per share amounts)


(UNAUDITED)





Three Months Ended
              September 30,
            
            
            Nine Months Ended
              September 30,2007
            
            
            2006
            
            
            2007
            
            
            2006Revenues:Interest
            
            $
            131
            
            
            $
            137
            
            
            $
            397
            
            
            $
            373Sale
                of patent rights
            
            
            
            
            
            
            50
            
            
            
            
            
            
            
            50Other
                income
            
            
            2
            
            
            
            
            
            
            
            14Total
                revenues
            
            
            133
            
            
            
            187
            
            
            
            411
            
            
            
            423Expenses:General
                and administrative
            
            
            287
            
            
            
            205
            
            
            
            685
            
            
            
            605Write
                off capitalized software costs
            
            
            
            
            
            
            
            
            
            
            38Total
                expenses
            
            
            287
            
            
            
            205
            
            
            
            723
            
            
            
            605Loss
                before income taxes
            
            
            (154
            )
            
            
            (18
            )
            
            
            (312
            )
            
            
            (182
            )Provision
                for income taxes
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            1Net
                loss
            
            $
            (154
            )
            
            $
            (18
            )
            
            $
            (312
            )
            
            $
            (183
            )Basic
                and diluted net loss per common share
            
            $
            (0.04
            )
            
            $
            (0.01
            )
            
            $
            (0.09
            )
            
            $
            (0.05
            )Basic
                and diluted weighted average number of common shares
                outstanding
            
            
            3,568
            
            
            
            3,570
            
            
            
            3,568
            
            
            
            3,580








See
      accompanying notes to financial statements.





4
 ***Table
            of Contents***





**KENT
      INTERNATIONAL HOLDINGS, INC.**


STATEMENTS
      OF CASH FLOWS


(in
      000’s)


(UNAUDITED)





Nine Months Ended
              September 30,2007
            
            
            2006Cash
                flows from operating activities:Net
                loss
            
            $
            (312
            )
            
            $
            (183
            )Adjustments
                to reconcile net loss to net cash used in operating
                activities:Depreciation
            
            
            4Write
                off capitalized software costs
            
            
            38Interest
                receivable on short-term investments
            
            
            (126
            )
            
            
            (142
            )Change
                in accounts receivable
            
            
            (1
            )Change
                in prepaid expenses and other current assetsChange
                in accounts payable and accrued expenses
            
            
            (48
            )
            
            
            (24
            )Net
                cash used in operating activities
            
            
            (433
            )
            
            
            (363
            )Cash
                flows from investing activities:Purchase
                of short-term investments
            
            
            (10,624
            )
            
            
            (10,871
            )Acquisition
                of property and equipment
            
            
            (14
            )Maturities
                and sales of short-term investments
            
            
            11,056
            
            
            
            10,908Net
                cash provided by investing activities
            
            
            418
            
            
            
            37Cash
                flows from financing activities:Repurchase
                of common stock
            
            
            (6
            )
            
            
            (68
            )Net
                cash used in financing activities
            
            
            (6
            )
            
            
            (68
            )Net
                decrease in cash and cash equivalents
            
            
            (21
            )
            
            
            (394
            )Cash
                and cash equivalents at beginning of period
            
            
            26
            
            
            
            425Cash
                and cash equivalents at end of period
            
            $
            5
            
            
            $
            31Supplemental
                disclosure of cash flow information:Cash
                paid for:Taxes
            
            $
            1
            
            
            $
            1








See
      accompanying notes to financial statements.





5
 ***Table
            of Contents***





**KENT
      INTERNATIONAL HOLDINGS, INC.**


Notes
      To
      Financial Statements


(Unaudited)





**NOTE
      A - Basis of Presentation**





The
      accompanying unaudited financial statements of Kent International Holdings,
      Inc.
      (“Kent International” or the “Company”) as of September 30, 2007 and for the
      three and nine months ended September 30, 2007 and 2006 reflect all material
      adjustments consisting of only normal recurring adjustments that, in the opinion
      of management, are necessary for a fair presentation of results for the interim
      periods.  Certain information and footnote disclosures required under
      accounting principles generally accepted in the United States of America have
      been condensed or omitted pursuant to the rules and regulations of the
      Securities and Exchange Commission, although the Company believes that the
      disclosures are adequate to make the information presented not
      misleading.  These financial statements should be read in conjunction
      with the financial statements and notes thereto included in the Company’s Annual
      Report on Form 10-KSB for the year ended December 31, 2006 as filed with the
      Securities and Exchange Commission.





The
      preparation of financial statements in conformity with accounting principles
      generally accepted in the United States of America requires management to make
      estimates and assumptions that affect the reported amounts of assets and
      liabilities and disclosure of contingent assets and liabilities at the date
      of
      the financial statements and the reported amounts of revenues and expenses
      during the reporting period.  Actual results could differ from those
      estimates.





The
      results of operations for the three and nine months ended September 30, 2007
      and
      2006 are not necessarily indicative of the results to be expected for the entire
      year or for any other period.





**NOTE
      B - Related Party Transactions**





A
      monthly
      management fee of $21,000 is paid to Kent Financial Services, Inc. (“Kent”), a
      Nevada corporation, for management services.  These services include,
      among other things, periodic and other filings with the Securities and Exchange
      Commission, evaluating merger and acquisition proposals, internal accounting
      and
      shareholder relations.  The Company believes that the management fee
      is less than the cost for the Company to perform these services.  This
      arrangement may be terminated at will by either party.  Kent is the
      beneficial owner of approximately 53.25% of the Company’s outstanding common
      stock at September 30, 2007.  Paul O. Koether, Chairman of the Company
      is also the Chairman of Kent and the beneficial owner of approximately 55.18%
      of
      Kent’s outstanding common stock.  Bryan P. Healey, Chief Financial
      Officer of the Company is also the Chief Financial Officer of Kent and the
      son-in-law of Paul O. Koether.





**NOTE
      C – Separation Agreement**





Effective
      August 31, 2007, Kent International, Kent Financial Services, Inc., and their
      subsidiaries and affiliates entered into a separation and general release
      agreement (the "Agreement") with Dr. Qun Yi Zheng.  Until that date,
      Dr. Zheng was Kent International’s President and a member of its Board of
      Directors.





6
 ***Table
            of Contents***





The
      terms
      of the Agreement stipulate that the Company will:





1.
            release
                Dr. Zheng from his obligations under his employment agreement dated
                November 1, 2005;


2.
            allow
                Dr. Zheng to continue to have the use of a Mercedes Benz automobile
                and
                automobile insurance until February 23,
                2008;


3.
            pay
                Dr. Zheng a lump sum severance of
                $130,000;


4.
            assign
                to Dr. Zheng all present contracts with Schering-Plough totaling
                approximately $6,000 together with any related
                liabilities.





In
      return, Dr. Zheng agreed that he would resign effective August 31, 2007 from
      employment and from all officer and directorship positions in the Company,
      Kent
      Financial Services, Inc. and their subsidiaries and affiliates.





**NOTE
      D – Website Development Costs**





The
      Company recorded a charge of approximately $38,000 in June 2007 to write off
      certain website development costs related to our social networking website,
      ChinaUSPals.com.  These costs were associated with a beta version of
      the website that the Company is no longer utilizing.





**NOTE
      E - Operating Leases**





The
      Company leases an automobile under an operating lease agreement that expires
      in
      2008.  The automobile lease expense totaled $18,490 and $7,468 during
      2006 and 2005, respectively.  The following is a schedule by year of
      minimum rental payments required under the operating lease
      agreement:





2007
            
            $
            18,4902008
            
            
            1,541$
            20,031





The
      Company had also leased office space at 376 Main Street, Bedminster, New Jersey
      from an unaffiliated company for $1,800 per month ($21,600
      annually).  In order to reduce costs, the Company terminated this
      lease effective September 30, 2007.  The Company’s administrative
      offices are now located at 211 Pennbrook Road, Far Hills, New
      Jersey.





**NOTE
      F - Common Stock**





In
      October 2000, the Board of Directors approved a stock repurchase program
      authorizing the Company to repurchase up to 320,000 shares of its Common Stock
      at prices deemed favorable from time to time in the open market or in privately
      negotiated transactions subject to market conditions, the Company’s financial
      position and other considerations.  No shares were acquired during the
      three months ended September 30, 2007; however, 2,000 shares were acquired
      during the nine months ended September 30, 2007.  This program has no
      expiration date and 133,536 shares remained authorized for repurchase under
      the
      program.





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            of Contents***





**NOTE
      G - Basic and Diluted Net Loss Per Share**





The
      Company reports income (loss) per share under the requirements of Statement
      of
      Financial Accounting Standards No. 128, “*Earnings per
      Share*”.  Basic income (loss) per share includes the weighted
      average number of common shares outstanding during the year.  Diluted
      income (loss) per share includes the weighted average number of shares
      outstanding and dilutive potential common shares, such as warrants and
      options.  The Company had 120,000 and 294,149 common stock options
      outstanding at September 30, 2007 and 2006, respectively.  Since the
      Company had losses in the three and nine months ended September 30, 2007 and
      2006, the stock options outstanding would have an anti-dilutive effect on net
      loss per share and as such are not included in the calculation.





**NOTE
      H - Stock Options Plans**





Kent
      International has issued certain common stock options to its employees,
      directors and consultants.  At September 30, 2007, Kent International
      had 120,000 common stock options outstanding, and none were issued during the
      three and nine months ended September 30, 2007.





Until
      December 31, 2005, the Company applied Accounting Principles Board Opinion
      No.
      25 and related interpretations in accounting for its common stock
      options.  Accordingly, no compensation cost had been recognized for
      the common stock options issued.  In December 2004, the FASB issued
      SFAS No. 123(R), "*Share-Based Payment*," (“SFAS 123(R)”), a revision of
      SFAS 123, "*Accounting for Stock-Based Compensation*.”  SFAS
      123(R) requires that the compensation cost relating to share-based payment
      transactions be recognized in financial statements.  The compensation
      cost is measured based on the fair value of the equity or liability instruments
      issued. SFAS 123(R) was effective as of the beginning of the first interim
      or
      annual period beginning after December 15, 2005.  Kent International
      adopted SFAS 123(R) on January 1, 2006.  The adoption did not have an
      impact on the Company’s financial position or results of operations as all stock
      options granted to date were fully vested prior to January 1, 2006.





**NOTE
      I – Net Operating Loss Carryforwards**





As
      of
      December 31, 2006, Kent International had approximately $81 million of net
      operating loss carryforwards (“NOL”) for income tax purposes.  In
      addition, Kent International has approximately $2 million of research and
      development and foreign tax credit carryforwards available to offset future
      federal income tax, subject to limitations for alternative minimum
      tax.  The NOL’s and tax credit carryforwards expire in various years
      from 2007 through 2026.  Kent International’s use of operating loss
      carryforwards and tax credit carryforwards is subject to limitations imposed
      by
      the Internal Revenue Code.  Management believes that the deferred tax
      assets as of December 31, 2006 do not satisfy the realization criteria set
      forth
      in SFAS No. 109 and has recorded a valuation allowance for the entire net tax
      asset.  By recording a valuation allowance for the entire amount of
      future tax benefits, the Company has not recognized a deferred tax benefit
      for
      income taxes in its statements of operations.





**NOTE
      J – Financial Advisor and Placement Agent Agreement**





In
      April,
      the Company was retained by Eastern Environment Solutions Corp. (“EESC”), a
      publicly traded waste management company based in Harbin, China, as financial
      advisor and placement agent in connection with a private offering of
      securities.  Pursuant to an agreement between EESC and Kent
      International, EESC agreed to pay the Company a fee of $10,000 for the
      preparation of a placement memorandum and an additional amount based upon the
      level of capital raised for EESC.  A placement memorandum was prepared
      and delivered to EESC in June 2007; however, the Company is not currently
      actively marketing the offering to potential investors.  As a result,
      our revenue from this agreement is expected to total $10,000 which was received
      from EESC in return for the preparation of the memorandum.





8
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            of Contents***





**NOTE
      K – Dissolution of Subsidiaries**





In
      September 2007, the Company effectuated the dissolution of two wholly owned
      subsidiaries, Kent MediChem China, Inc. and Kent Laboratories China, Inc. in
      order to reduce state income tax liabilities.





**NOTE
      L - New Accounting Pronouncements**





FASB
      issued SFAS No. 157 ("SFAS 157") “*Fair Value Measurements*” on September
      15, 2006.  SFAS 157 enhances existing guidance for measuring assets
      and liabilities using fair value. Previously, guidance for applying fair value
      was incorporated in several accounting pronouncements.  The new
      statement provides a single definition of fair value, together with a framework
      for measuring it, and requires additional disclosure about the use of fair
      value
      to measure assets and liabilities.  While the statement does not add
      any new fair value measurements, it does change current practice.  One
      such change is a requirement to adjust the value of nonvested stock for the
      effect of the restriction even if the restriction lapses within one
      year.  SFAS 157 is effective for financial statements issued for
      fiscal years beginning after November 15, 2007, and interim periods within
      those
      fiscal years.  The adoption of SFAS 157 is not expected to have a
      material impact on the financial statements of the Company.





**ITEM
                2.**
            **Management’s
                Discussion and Analysis of Financial Condition and Results of
                Operations**





The
      following discussion and analysis should be read in conjunction with the
      Company’s Annual Report on Form 10-KSB for the fiscal year ended December 31,
      2006 as well as the Company’s financial statements and notes thereto included
      elsewhere in this Quarterly Report on Form 10-QSB.  Statements in this
      report relating to future plans, projections, events or conditions are
      forward-looking statements.  Such statements are subject to risks and
      uncertainties that could cause actual results to differ materially from those
      described.  The Company expressly disclaims any obligation or
      undertaking to update these statements in the future.





**Business
      Activities**





Our
      current business plan is to serve as a vehicle for the acquisition of or merger
      or consolidation with another company (a ‘‘target business’’).  We
      intend to use our available working capital, capital stock, debt or a
      combination of these to effect a business combination with a target business
      which we believe has significant growth potential.  The business
      combination may be with a financially stable, mature company or a company that
      is in its early stages of development or growth, which could include companies
      seeking to obtain capital and to improve their financial
      stability.  We will not restrict our search to any particular
      industry.  Rather, we may investigate businesses of essentially any
      kind or nature and participate in any type of business that may, in our
      management’s opinion, meet our business objectives as described in this
      report.  We emphasize that the description in this report of our
      business objectives is extremely general and is not meant to restrict the
      discretion of our management to search for and enter into potential business
      opportunities.  We have not chosen the particular business in which we
      will engage and have not conducted any market studies with respect to any
      business or industry for you to evaluate the possible merits or risks of the
      target business or the particular industry in which we may ultimately
      operate.  To the extent we enter into a business combination with a
      financially unstable company or an entity in its early stage of development or
      growth, including entities without established records of sales or earnings,
      we
      will become subject to numerous risks inherent in the business and operations
      of
      financially unstable and early stage or potential emerging growth
      companies.  In addition, to the extent that we effect a business
      combination with an entity in an industry characterized by a high level of
      risk,
      we will become subject to the currently unascertainable risks of that
      industry.  An extremely high level of risk frequently characterizes
      certain industries that experience rapid growth.  In addition,
      although we will endeavor to evaluate the risks inherent in a particular
      industry or target business, we cannot assure you that we will properly
      ascertain or assess all significant risk factors.





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            of Contents***





Additionally,
      Kent International has developed a niche social networking website,
www.chinauspals.com, designed to promote cultural exchange between the
      citizens of the United States and those of the People’s Republic of
      China.  Membership to the site is free, thus, any potential revenues
      will be derived from advertisements placed on the site by third
      parties.  The site provides users with access to other users’ personal
      profiles and enables the user to send private messages to other registered
      users
      of similar interests in order to develop lasting friendships or simply attain
      a
      pen pal.  Chinauspals.com also features user generated discussion
      forums and blogs as well as user submitted videos and pictures.





We
      face
      the risk that our website will not be viewable in China or will be deliberately
      blocked by the government of the People’s Republic of China.  Internet
      usage and content are heavily regulated in China and compliance with these
      laws
      and regulations may cause us to change or limit our business practices in a
      manner adverse to our business.





The
      Company does not expect that these activities will generate any significant
      revenues for an indefinite period as these efforts are in their early
      stages.  As a result, these programs may produce significant losses
      until such time as meaningful revenues are achieved.





**Results
      of Operations**





Kent
      International had a net loss of $154,000, or $0.04 basic and fully diluted
      loss
      per share, for the quarter ended September 30, 2007 compared to a net loss
      of
      $18,000, or $0.01 basic and fully diluted loss per share, for the same period
      of
      2006.  For the nine months ended September 30, 2007, the Company had a
      net loss of $312,000, or $0.09 basic and fully diluted loss per share, compared
      to a net loss of $183,000, or $0.05 basic and fully diluted loss per share,
      for
      the same period in 2006.  The increase in the net loss was principally
      due to costs related to the separation agreement with Dr. Qun Yi Zheng, our
      former President.





**Revenues**





Interest
      income decreased to $131,000 for the three months ended September 30, 2007,
      from
      $137,000 for the same period in 2006.  However, Interest income
      increased to $397,000 for the nine months ended September 30, 2007, from
      $373,000 for the same period in 2006.  Although we enjoyed a higher
      yield on short-term investments and cash equivalents during the first six months
      of 2007 as compared to the first six months of 2006, the yield on our U.S.
      Treasury Bills decreased from 5.057% to 4.937% in June 2007 resulting in a
      decrease in interest revenue for the quarter ended September 30,
      2007.





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            of Contents***





The
      Company recorded $2,000 and $14,000 in other income in the three and nine months
      ended September 30, 2007.  Of that amount, $10,000 was related to the
      preparation of a placement memorandum, described further in Other
      Disclosures.  The remaining $4,000 was related to non-recurring patent
      license fees received from the University of Colorado.  The Company’s
      only revenue other than interest income during the three and nine months ended
      September 30, 2006 was $50,000 received from the one-time sale of patent
      rights.





**Expenses**





General
      and administrative expenses were $287,000 and $723,000 in the three and nine
      months ended September 30, 2007, respectively, compared to $205,000 and $605,000
      in the three and nine months ended September 30, 2006, respectively. The
      increases of $82,000 and $118,000, respectively are primarily attributed to
      costs associated with the separation agreement with Dr. Qun Yi Zheng of
      approximately $136,000 and an approximately $40,000 increase in expenses
      associated with operating www.chinauspals.com including salary and
      benefits for a Marketing Director, depreciation, hosting fees and marketing
      materials.  These increases were offset by a decrease of approximately
      $32,000 in international travel and entertainment expenses related to our
      business development activities, a decrease of approximately $9,000 in legal
      fees related to our reincorporation in Nevada in 2006, and a decrease in other
      administrative expenses of approximately $17,000 over the nine month
      period.





The
      Company recorded a charge of approximately $38,000 in June 2007 to write off
      certain website development costs related to our social networking website,
      ChinaUSPals.com.  These costs were associated with a beta version of
      the website that the Company is no longer utilizing.





**Liquidity
      and Capital Resources**





At
      September 30, 2007, the Company had cash and cash equivalents of approximately
      $5,000.  Cash and cash equivalents consist of cash held in banks and
      brokerage firms.  The Company had short-term investments, consisting
      of U.S. Treasury Bills with original maturities of six months, of approximately
      $10.556 million at September 30, 2007.  Working capital at September
      30, 2007 was approximately $10.545 million.  Management believes its
      cash, cash equivalents and short-term investments are sufficient for its
      operations for at least the next twelve months and for the costs of seeking
      an
      acquisition of or starting an operating business.





Net
      cash
      of $433,000 was used in operations for the nine months ended September 30,
      2007,
      an increase of $70,000 from the $363,000 used in operations for the nine months
      ended September 30, 2006.  Net cash used in operations for the periods
      was the result of the net losses for the periods coupled with the changes in
      operating assets and liabilities.  The principal reason for the
      increase in net cash used was costs associated with the separation agreement
      with Dr. Qun Yi Zheng, our former President.





Net
      cash
      of $418,000 was provided by investing activities during the nine months ended
      September 30, 2007 resulting from $432,000 from net purchases and sales or
      maturities of short-term investments offset by $14,000 expended for website
      design.  Net cash of $37,000 was provided by investing activities for
      the nine months ended September 30, 2006 resulting from the purchases and
      maturities of short-term investments.





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The
      Company used $6,000 for financing activities in the nine months ended September
      30, 2007 to repurchase 2,000 shares of common stock compared to the $68,000
      used
      for financing activities in the nine months ended September 30, 2006 to
      repurchase 24,960 shares of common stock.





**Factors
      That May Affect Future Results**





Future
      earnings of the Company are dependent on interest rates earned on the Company’s
      invested balances and expenses incurred.  Kent International expects
      to incur significant expenses in connection with its objective of redeploying
      its assets into an operating business and with the operation of the
      website.





**Other
      Disclosures – Related Party Transactions**





A
      monthly
      management fee of $21,000 is paid to Kent Financial Services, Inc. (“Kent”), a
      Nevada corporation, for management services.  These services include,
      among other things, periodic and other filings with the Securities and Exchange
      Commission, evaluating merger and acquisition proposals, internal accounting
      and
      shareholder relations.  The Company believes that the management fee
      is less than the cost for the Company to perform these services.  This
      arrangement may be terminated at will by either party.  Kent is the
      beneficial owner of approximately 53.25% of the Company’s outstanding common
      stock at September 30, 2007.  Paul O. Koether, Chairman of the Company
      is also the Chairman of Kent and the beneficial owner of approximately 55.18%
      of
      Kent’s outstanding common stock.  Bryan P. Healey, Chief Financial
      Officer of the Company is also the Chief Financial Officer of Kent and the
      son-in-law of Paul O. Koether.





**Other
      Disclosures – Financial Advisory Agreement**





In
      April,
      the Company was retained by Eastern Environment Solutions Corp. (“EESC”), a
      publicly traded waste management company based in Harbin, China, as financial
      advisor and placement agent in connection with a private offering of
      securities.  Pursuant to an agreement between EESC and Kent
      International, EESC agreed to pay the Company a fee of $10,000 for the
      preparation of a placement memorandum and an additional amount based upon the
      level of capital raised for EESC.  A placement memorandum was prepared
      and delivered to EESC in June 2007; however, the Company is not currently
      actively marketing the offering to potential investors.  As a result,
      our revenue from this agreement is expected to total $10,000 which was received
      from EESC in return for the preparation of the memorandum.





**Off-Balance
      Sheet Arrangements**





The
      Company has no off-balance sheet arrangements.





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**ITEM
                3.**
            **Controls
                and Procedures**





As
      of the
      end of the period covered by this report, the Company carried out, under the
      supervision and with the participation of the Company’s management, including
      its Chief Executive Officer and Chief Financial Officer, an evaluation of the
      effectiveness of the design and operation of the Company’s disclosure controls
      and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Securities
      Exchange Act of 1934) in ensuring that information required to be disclosed
      by
      the Company in its reports is recorded, processed, summarized and reported
      within the required time periods.  In carrying out that evaluation,
      management identified a material weakness (as defined in Public Company
      Accounting Oversight Board Standard No. 2) in our internal control over
      financial reporting.





The
      material weakness identified by Management consisted of inadequate staffing
      and
      supervision within the bookkeeping and accounting operations of our
      company.  The relatively small number of employees who have
      bookkeeping and accounting functions prevents us from segregating duties within
      our internal control system.  The inadequate segregation of duties is
      a weakness because it could lead to the untimely identification and resolution
      of accounting and disclosure matters or could lead to a failure to perform
      timely and effective reviews.  However, as there has been no instance
      in which the company failed to identify or resolve a disclosure matter or failed
      to perform a timely and effective review, management determined that the
      addition of personnel to our bookkeeping and accounting operations is not an
      efficient use of our resources at this time.





Accordingly,
      based on their evaluation of our disclosure controls and procedures as of
      September 30, 2007, the Company’s Chief Executive Officer and its Chief
      Financial Officer have concluded that, as of that date, the Company’s controls
      and procedures were effective for the purposes described above.





There
      was
      no change in the Company’s internal control over financial reporting (as defined
      in Rule 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934)
      during the quarter ended September 30, 2007 that has materially affected or
      is
      reasonably likely to materially affect the Company’s internal control over
      financial reporting.





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**PART
                II.**
            **OTHER
                INFORMATION**





**ITEM
                1.**
            **Legal
                Proceedings**





None.





**ITEM
                2.**
            **Unregistered
                Sale of Equity Securities and Use of
                Proceeds**





None.





**ITEM
                3.**
            **Defaults
                Upon Senior Securities**





None.





**ITEM
                4.**
            **Submission
                of Matters to a Vote of Security
                Holders**





None.





**ITEM
                5.**
            **Other
                Information**





On
      October 1, 2007, our board of directors, believing it to be in the best
      interests of Kent International and our stockholders, approved a proposed
      amendment to our articles of incorporation to opt out of the provisions of
      Sections 78.378 to 78.3793, inclusive, of the Nevada Revised Statutes regarding
      the acquisition of a controlling interest in the Company.  Our board
      of directors has approved an amendment to our articles opting us out of these
      anti-takeover provisions.  The board believes that opting out of these
      provisions will provide the Company and its stockholders with greater
      flexibility in participating in certain business transactions including
      acquisitions or sales of shares by facilitating the sale of a controlling
      interest in the Company.  Nevada law permits the holders of a majority
      of our outstanding shares to approve the amendment by written consent without
      holding a meeting.  To avoid the significant costs and delays
      associated with holding a meeting, our board elected to seek approval of the
      amendment by written consent of our majority stockholder.  On October
      1, 2007, Kent Financial Services, Inc., the beneficial holder of 1,900,000
      shares of our common stock, which represented approximately 53.25% of the shares
      entitled vote on the amendment to the articles, consented in writing without
      a
      meeting to the amendment. As a result, no further votes are
      required.  The proposed amendment to the Company’s articles of
      incorporation will become effective upon filing of a certificate of amendment
      to
      our articles of incorporation with the Nevada Secretary of
      State.  Pursuant to Rule 14c-2 under the Exchange Act, the proposed
      amendment may not be filed until twenty calendar days after the mailing of
      this
      information statement to our stockholders.  This statement was mailed
      to shareholders on October 12, 2007.  We anticipate filing the
      amendment immediately following the expiration of the twenty-day waiting
      period.  However, our board of directors retains discretion under
      Nevada law not to implement the amendment. If our board exercises this
      discretion, our articles will not change.





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**ITEM
                6.**
            
            **Exhibits**3.1
            
            Articles
                of Incorporation of Kent International Holdings, Inc. (1)3.2
            
            Bylaws
                of Kent International Holdings, Inc. (1)3.3
            
            Certificate
                of Designation for Series A Junior Participating Preferred Stock.
(2)10.11
            
            Separation
                Agreement and General Release between Dr. Qun Yi Zheng, Kent Financial
                Services, Inc., Kent International Holdings, Inc., and their subsidiaries
                dated August 24, 2007. (5)31.1
            
            Certification
                pursuant to Section 302 of the Sarbanes-Oxley Act of
                2002*31.2
            
            Certification
                pursuant to Section 302 of the Sarbanes-Oxley Act of
                2002*32
            
            Certification
                pursuant to Section 906 of the Sarbanes-Oxley Act of
                2002*








(1)
            Filed
                as an exhibit to the Company’s Definitive Information Statement on Form
                DEF 14C filed April 21, 2006, film number 06771307, and incorporated
                herein by reference.








*           Filed
      Herewith





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**SIGNATURES**





In
      accordance with the requirements of the Exchange Act, the Registrant caused
      this
      report to be signed on its behalf by the undersigned, thereunto duly
      authorized.





KENT
                INTERNATIONAL HOLDINGS, INC.Date:
                November 7, 2007
            By:
            /s/
                Bryan P. HealeyBryan
                P. HealeyChief
                Financial Officer, Treasurer and Secretary(Principal
                Accounting and Financial Officer and officer duly authorized to sign
                on
                behalf of the small business
                issuer)






16