U.S. SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

(Mark One)

[X]      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934

         For the quarterly period ended:    September 30, 2000
                                            ------------------

                                       OR

[ ]      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
         SECURITIES EXCHANGE ACT OF 1934

                           Commission File No.: 1-7986
                                                ------

                          Kent Financial Services, Inc.
        -----------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)


        Delaware                                             75-1695953
-------------------------------                          ------------------
(State or other jurisdiction of                           (I.R.S. Employer
incorporation or organization)                           Identification No.)


           376 Main Street, P.O. Box 74, Bedminster, New Jersey 07921
         ---------------------------------------------------------------
                    (Address of principal executive offices)


                                 (908) 234-0078
                       ----------------------------------
                           (Issuer's telephone number)

                                       N/A
        ---------------------------------------------------------------
              (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
                                                                  ---   ---
     State the number of shares  outstanding of each of the issuer's  classes of
common stock:  As of October 31, 2000,  the issuer had  1,827,672  shares of its
common stock, par value $.10 per share, outstanding.

     Transitional Small Business Disclosure Format (check one).
                                Yes   No X
                                   ---  ---





<PAGE>



PART I  - FINANCIAL INFORMATION
------    ---------------------
Item 1. - Financial Statements
------    ---------------------

                 KENT FINANCIAL SERVICES, INC. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEET
                                   (UNAUDITED)
                                 ($000 Omitted)

                                                                September 30,
                                                                    2000
                                                                -------------

Assets
------

Cash and cash equivalents                                         $ 4,151
Securities owned                                                    8,713
Receivable from clearing broker                                     1,096
Property and equipment:
      Land and building                                             1,447
      Office furniture and equipment                                  273
                                                                  -------
                                                                    1,720

      Accumulated depreciation                                   (    595)
                                                                  -------
      Net property and equipment                                    1,125
                                                                  -------
Other assets                                                          220
                                                                  -------
          Total assets                                            $15,305
                                                                  =======

Liabilities and Stockholders' Equity

Liabilities:
   Securities sold, not yet purchased                             $   244
   Accounts payable and accrued expenses                              927
   Mortgage payable                                                   693
   Accrual for previously discontinued operations                     273
                                                                  -------
          Total liabilities                                         2,137
                                                                  -------

Contingent liabilities (Note 5)
Stockholders' equity:

   Preferred stock without par value, 500,000
     shares authorized; none outstanding                                -
   Common stock, $.10 par value, 4,000,000
     shares authorized; 1,834,672 outstanding                         183
   Additional paid-in capital                                      14,300
   Accumulated deficit                                           (  1,315)
                                                                  -------
          Total stockholders' equity                               13,168
                                                                  -------
          Total liabilities and stockholders' equity              $15,305
                                                                  =======



          See accompanying notes to consolidated financial statements.

                                        2


<PAGE>



                 KENT FINANCIAL SERVICES, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)
                      ($000 Omitted, except per share data)



                                                           Three Months Ended
                                                              September 30,
                                                           -------------------
                                                            2000         1999
                                                           ------       ------

Revenues:
     Brokerage commissions                                $   382       $  350
     Principal transactions:
       Trading                                                186          199
       Investing losses                                  (     37)     (   409)
     Interest, dividends and other                            248          167
                                                          -------       ------
                                                              779          307
                                                          -------       ------

Expenses:
     Brokerage                                                387          402
     General, administrative and other                        396          472
     Interest                                                 118           67
                                                          -------       ------
                                                              901          941
                                                          -------       ------

Loss before income taxes                                 (    122)     (   634)
Benefit for income taxes                                        -      (    18)
                                                          -------       ------
Net loss                                                 ($   122)     ($  616)
                                                          =======       ======

Basic and diluted net loss per
  common share                                           ($   .07)     ($  .32)
                                                          =======       ======
Weighted average number of common
  shares outstanding (in 000's)                             1,839        1,906
                                                          =======       ======









          See accompanying notes to consolidated financial statements.

                                        3


<PAGE>



                 KENT FINANCIAL SERVICES, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)
                      ($000 Omitted, except per share data)



                                                           Nine Months Ended
                                                              September 30,
                                                           ------------------
                                                            2000        1999
                                                           ------      ------

Revenues:
     Brokerage commissions                                $ 1,453     $ 1,299
     Principal transactions:
        Trading                                             1,951         695
        Investing gains                                       532          85
     Interest, dividends and other                            765         976
                                                          -------     -------
                                                            4,701       3,055
                                                          -------     -------

Expenses:
     Brokerage                                              2,218       1,386
     General, administrative and other                      1,194       1,687
     Interest                                                 332         200
                                                          -------     -------
                                                            3,744       3,273
                                                          -------     -------

Earnings (loss) before income taxes                           957    (    218)
Provision for income taxes                                      9           -
                                                          -------     -------
Net earnings (loss)                                       $   948    ($   218)
                                                          =======     =======

Basic and diluted net earnings (loss) per
  common share                                            $   .51    ($   .11)
                                                          =======     =======
Weighted average number of common
  shares outstanding (in 000's)                             1,859       1,940
                                                          =======     =======










          See accompanying notes to consolidated financial statements.

                                        4


<PAGE>



                 KENT FINANCIAL SERVICES, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
                                 ($000 Omitted)

                                                             Nine Months Ended
                                                                September 30,
                                                             -----------------
                                                              2000       1999
                                                             ------     ------

Cash flows from operating activities:
    Net earnings (loss)                                     $   948   ($  218)
    Adjustments:
      Depreciation and amortization                              57        47
      Change in unrealized gains on
         securities owned                                  (    411)  (   237)
      Change in securities owned                                235   ( 3,502)
      Change in receivable from
         clearing broker                                   (    156)    1,147
      Change in accounts payable and
         accrued expenses                                  (    288)      195
      Other, net                                                 59   (   150)
                                                            -------    ------
      Net cash provided by (used in)
         operating activities                                   444   ( 2,718)
                                                            -------    ------

Cash flows from investing activities:
    Purchase of equipment                                  (      7)  (    18)
    Net noncash assets of a previously
       consolidated subsidiary                                    -        27
    Net cash related to a previously
       consolidated subsidiary                                    -   (    85)
                                                            -------    ------
    Net cash used in investing
       activities                                          (      7)  (    76)
                                                            -------    ------

Cash flows from financing activities:
        Purchase of common stock                           (    369)  (   377)
        Issuance of common stock                                 47        18
        Payments on debt                                   (      7)  (     9)
                                                            -------    ------
          Net cash used in financing
             activities                                    (    329)  (   368)
                                                            -------    ------

Net increase(decrease) in cash
        and cash equivalents                                    108   ( 3,162)
Cash and cash equivalents at
  beginning of period                                         4,043     8,217
                                                            -------    ------

Cash and cash equivalents at end of
  period                                                    $ 4,151    $5,055
                                                            =======    ======

Supplemental disclosure of cash flow information:

        Cash paid for:
          Interest                                          $   332    $  200
                                                            =======    ======
          Taxes                                             $     3    $   28
                                                            =======    ======


          See accompanying notes to consolidated financial statements.

                                        5


<PAGE>



                 KENT FINANCIAL SERVICES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           SEPTEMBER 30, 2000 AND 1999
                                   (UNAUDITED)

1.  Basis of Presentation
    ---------------------

     The  accompanying  unaudited  consolidated  financial  statements  of  Kent
Financial  Services,  Inc. and subsidiaries  (the "Company") as of September 30,
2000 and for the three and nine month periods ended  September 30, 2000 and 1999
reflect all material adjustments consisting of only normal recurring adjustments
which,  in the opinion of management,  are necessary for a fair  presentation of
results for the interim periods.  Certain  information and footnote  disclosures
required under generally accepted  accounting  principles 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  consolidated  financial
statements  should  be read  in  conjunction  with  the  consolidated  financial
statements  and notes thereto  included in the  Company's  Annual Report on Form
10-KSB for the year ended  December  31, 1999 as filed with the  Securities  and
Exchange Commission.

     The  preparation  of financial  statements  in  conformity  with  generally
accepted  accounting  principles  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.

     On  May 7,  1999,  T.R.  Winston  Capital,  Inc.  ("Wincap")  a  previously
consolidated  subsidiary  of the Company,  issued  stock to an  unrelated  third
party,  resulting in a change of control.  The  financial  statements  presented
prior to that date include the accounts of Wincap  which was  consolidated  into
the  Company.  Subsequently,  the Company  accounts  for Wincap using the equity
method to reflect its new ownership percentage.

     The  results  of  operations  for the three and nine  month  periods  ended
September 30, 2000 and 1999 are not necessarily  indicative of the results to be
expected for the entire year or for any other period.

                                        6


<PAGE>



2.  Business
    --------

     The Company's  business is comprised  principally  of the operation of T.R.
Winston & Company,  Inc. ("Winston"),  a wholly-owned  subsidiary.  Winston is a
licensed securities broker-dealer and is a member of the National Association of
Securities Dealers,  Inc., and the Securities  Investor Protection  Corporation.
All safekeeping,  cashiering,  and customer account  maintenance  activities are
provided  by  an  unrelated  broker-dealer  pursuant  to a  clearing  agreement.
Pursuant to the net capital provisions of Rule 15c3-1 of the Securities Exchange
Act of 1934,  Winston is required to maintain minimum net capital.  At September
30, 2000, Winston had net capital, as defined, of approximately $958,000,  which
was approximately $844,000 in excess of the required minimum.

     The Company also invests through its wholly-owned  subsidiary,  Asset Value
Fund Limited Partnership  ("AVF").  AVF primarily invests in a limited number of
portfolio companies, the securities of which are considered undervalued by AVF's
management.  As of September 30, 2000, AVF held 15 equity investments,  of which
four  consisted  of owning more than 5% of the  investee's  outstanding  capital
stock.  AVF owns more than 39% of  Cortech,  Inc.,  a  company  supervising  the
exploitation of its technology by third parties and also seeking a new business;
26% of General  Devices,  Inc., a non-operating  company seeking a new business;
16% of Gish Biomedical,  Inc., a manufacturer of medical devices; and 6% of Golf
Rounds.com, Inc., an internet content provider.

3.  Securities owned and securities sold, not yet purchased
    -------------------------------------------------------

     Securities owned consist of proprietary  trading  positions held for resale
to customers  and portfolio  positions  held for capital  appreciation,  some of
which are  valued at fair  value.  The fair  values of the  portfolio  positions
generally  are based on listed  market  prices.  If listed market prices are not
indicative  of  fair  value  or if  liquidating  the  Company's  position  would
reasonably be expected to impact market prices,  fair value is determined  based
on other  relevant  factors.  Among the  factors  considered  by  management  in
determining fair value of the portfolio  positions are the financial  condition,
asset  composition and operating results of the issuer,  the long-term  business
potential of the issuer and other factors  generally  pertinent to the valuation
of investments. The fair value of these investments are subject to a high degree
of volatility  and may be  susceptible  to  significant  fluctuation in the near
term.

                                        7


<PAGE>



     Securities owned and securities sold, not yet purchased as of September 30,
2000, consist of the following (in 000's):

                                                                        Sold,
                                                                       Not Yet
                                                       Owned          Purchased
                                                       -----          ---------

Marketable equity securities:
   Portfolio positions of
     greater than 5% of
     outstanding common stock:
       Cortech, Inc.(725,600 shares)                  $ 5,261           $    -
       Gish Biomedical, Inc.(549,800 shares)              979                -
       Golf Rounds.com, Inc.(189,600 shares)              332                -
       General Devices, Inc.(2,535,579 shares)             51                -
   All other portfolio positions                        1,878              244
   Held for resale to customers                           177                -
Mutual funds                                               35                -
                                                      -------           ------
Fair value                                            $ 8,713           $  244
                                                      =======           ======

     Securities  owned which are not valued at listed market prices at September
30, 2000 amounted to $6,623,000.

4.  Income taxes
    ------------

     The  components  of income tax expense for the three and nine months  ended
September 30, 2000 and 1999 are as follows:

                                          ($000 Omitted)
                              Three Months              Nine  Months
                                  Ended                    Ended
                              2000    1999              2000    1999
                              ----    ----              ----    ----

Federal-Current              $   -   $   -             $   -    $   -
State-Current                    -  (   18)                9        -
Deferred                         -       -                 -        -
                             -----   -----             -----    -----

Total                        $   -  ($  18)            $   9    $   -
                             =====   =====             =====    =====


                                        8


<PAGE>




     Total income tax expense for the three and nine months ended  September 30,
2000 and 1999 is  different  from the  amounts  computed  by  multiplying  total
earnings  before income taxes by the statutory  Federal  income tax rate of 34%.
The reasons for these differences and the related tax effects are:
<TABLE>


                                                 ($000 Omitted)          ($000 Omitted)
                                              Three Months Ended        Nine Months Ended
                                                   June 30,                  June 30,
                                              ------------------        -----------------
                                               2000        1999          2000       1999
                                               ----        ----          ----       ----
<S>                                            <C>        <C>           <C>        <C>

Income tax expense computed at
   statutory rates on total earnings
     before income taxes                       $  -        $  -          $325       $  -
Increase (decrease) in tax from:
   Valuation allowance on net operating
     loss carryforward                            -           -         ( 325)         -
   State income tax, net of Federal
     benefit                                      -       (  18)            9          -
                                               ----        ----          ----       ----

     Total                                     $  -       ($ 18)         $  9       $  -
                                               ====        ====          ====       ====
</TABLE>



5.  Contingent liabilities
    ----------------------

     From time to time, in the normal course of business, Winston could be named
as a respondent in various  arbitration  matters.  In January 2000 and May 2000,
Winston settled the two arbitrations which were open at December 31, 1999. These
settlements did not have material adverse effect on the  consolidated  financial
statements of the Company. Currently, there are no pending arbitrations.

6.  Capital Stock Activity
    ----------------------

    Common Stock Repurchases
    ------------------------

     In February 2000 the Board of Directors approved a plan to repurchase up to
200,000 shares of the Company's  common stock at prices deemed  favorable in the
open  market  or  in  privately   negotiated   transactions  subject  to  market
conditions,  the  Company's  financial  position and other  considerations  (the
"Repurchase  Plan").  For the nine months ended  September  30, 2000 the Company
repurchased  86,142 shares and returned these shares to the status of authorized
and  unissued  shares. In November  2000,  the Board of  Directors  approved  an
amendment  to  the  Repurchase  Plan,  approving  the  repurchase  of  up  to an
additional  160,000  shares  of the  Company's  common  stock  within  the  same
guidelines as the Repurchase Plan.

    Common Stock Options
    --------------------

     During the nine months ended  September  30, 2000,  21,000 shares of common
stock were issued at $2.25 per share due to the  exercise  of options  which had
been granted in 1995. As of the period ended  September 30, 2000 all outstanding
options at December 31, 1999 have either been exercised or have expired.  During
the nine months  ended  September  30,  1999,  8,000 shares of common stock were
issued at $2.25 per share due to the exercise of options  which had been granted
in 1994.

                                        9


<PAGE>



7.  Sale of Investment in T.R. Winston Capital, Inc.
    ------------------------------------------------

     In January 2000, Wincap  stockholders signed a letter of intent with Direct
Capital  Markets.com,  Inc.,  ("DCM") to sell all outstanding shares in exchange
for 75,000  unregistered,  non-marketable  shares of DCM's Series C  Convertible
Preferred Stock ("DCM Shares"). In April 2000, Wincap's stockholders  negotiated
a definitive agreement for the sale. On July 19,2000 regulatory approval for the
sale was obtained and the closing of the sale was completed on July 28, 2000.

     The Company received for its  proportionate  ownership in Wincap 25,000 DCM
Shares and approximately  $52,000 in cash.  Because the Company's  investment in
Wincap approximated the amount of cash received,  the Company did not record any
material gain or loss in connection with the sale.

                                       10


<PAGE>



Item 2.   Management's Discussion and Analysis of Financial Condition and
------
          Results of Operations
          ----------------------------------------------------------------

Liquidity and Capital Resources
-------------------------------

     Kent Financial Services, Inc. (the "Company") had cash and cash equivalents
(U.S. Treasury bills with maturities at date of purchase of ninety days or less)
of approximately $4.2 million and securities owned of approximately $8.7 million
at September 30, 2000. Substantially all securities are owned by AVF. Securities
carried at fair value of $6,623,000 were valued based on management's estimates.
These  securities  are  subject  to a  high  degree  of  volatility  and  may be
susceptible  to  significant  fluctuation in the near term. The remainder of the
securities owned are valued at quoted market prices.

     Net cash  provided by  operations  was  $444,000  in the nine months  ended
September 30, 2000 compared to net cash used in operations of approximately $2.7
million in the  comparable  period of 1999.  Net cash provided by operations for
the nine months ended September 30, 2000 increased from the comparable period in
1999  principally  from the increase in net income and the change in  securities
owned offset by the change in the  receivable  from the clearing  broker and the
change in accounts payable and accrued expenses.  Unrealized gains on securities
owned are included in the results of  operations  but do not generate cash flows
from operations.

     Net  cash  used in  investing  activities  decreased  during  2000 due to a
decrease  in the  purchase  of  property  and  equipment  and  the  discontinued
consolidation  of a former  subsidiary  in 1999 as  stated in Note 1 of Notes to
Consolidated Financial Statements.

     Net cash used in financing  activities of $329,000 and $368,000 in the nine
month periods ended September 30, 2000 and 1999, respectively,  was comprised of
the purchase of the Company's common stock, which was subsequently  retired, and
payments on the  mortgage  loan  collateralized  by the  Company's  headquarters
building.  In the nine  months  ended  September  30,  2000 and 1999 the Company
issued  21,000  shares and 8,000 shares of common stock in  connection  with the
exercise of options  from its  non-qualified  stock  option plan for proceeds of
$47,000 and $18,000,  respectively.  The Company  believes that its liquidity is
sufficient for future operations.

Results of Operations
---------------------

     The Company incurred a net loss of $122,000, or $.07 basic and diluted loss
per share,  for the three months ended September 30, 2000 compared to a net loss
of $616,000 or $.32 basic and diluted loss per share, for the comparable quarter
in 1999.  For the nine months ended  September 30, 2000, net income was $948,000
or $.51 basic and diluted earnings per share, compared to a net loss of $218,000
or $.11 basic and diluted loss per share, for the comparable period in 1999.

                                       11


<PAGE>



     Total  brokerage  income  (consisting of brokerage  commissions and trading
gains) for the three months ended  September 30, 2000 was $568,000,  an increase
of $19,000, or 3%, from $549,000 in the comparable 1999 period.  Total brokerage
income was $3,404,000 for the nine months ended  September 30, 2000, an increase
of $1,410,000 or 71% from  $1,994,000 for the nine month period ended  September
30,  1999.  Brokerage  expenses  (including  all  fixed and  variable  expenses)
decreased by $15,000,  or 4%, from $402,000 in the quarter  ended  September 30,
1999, to $387,000 for the quarter ended  September 30, 2000. For the nine months
ended  September  30,  2000,  brokerage  expenses  were  $2,218,000  compared to
$1,386,000 for the comparable  period in the prior year, an increase of $832,000
or 60%. Net  brokerage  income of $181,000 for the three months ended  September
30, 2000  increased  from  $147,000 from the same period in 1999, an increase of
$34,000  or 23%.  For the nine  month  period  ended  September  30,  2000,  net
brokerage income was $1,186,000,  compared to $608,000 for the nine months ended
September 30, 1999, an increase of $578,000 or 95%.

     The increase in total brokerage  income,  total  brokerage  expense and net
brokerage  income for the  quarter  and nine  months  ended  September  30, 2000
compared to the comparable  periods of 1999 was due to increased activity by the
brokers  employed at T. R. Winston & Company,  Inc.,  which was consistent  with
increased  activity in the equity  markets in general.  During the quarter ended
September  30,  2000  brokerage  expense  decreased  slightly as compared to the
quarter  ended  September  30, 1999 do to a decrease in clearing  fees and other
fees associated with brokerage operations.

     Net investing  gains (losses) were ($37,000) and $532,000 for the three and
nine months ended  September 30, 2000,  respectively,  compared to net investing
gains (losses) of ($409,000) and $85,000 for the comparable  periods in 1999.The
net investing loss for the 3 months ended  September 30, 2000 related  primarily
to realized losses in other securities of approximately $120,000 and to declines
in the fair value of portfolio  positions in which the Company owns greater than
five percent of the common  stock  outstanding.  This  decline of  approximately
$14,000 was offset by an increase in market value of other  securities  holdings
of $97,000.

     The increase of the net investing gains for the nine months ended September
30, 2000  related to an increase of  approximately  $65,000 in the fair value of
portfolio  positions  in which the Company owns greater than five percent of the
common stock outstanding. This increase along with increases in the market value
of other  securities  held of  approximately  $386,000 and realized gains on the
sale of securities held of  approximately  $81,000  accounted for the nine month
investing gains.

     The fair value of the Company's  investments are and continue to be subject
to a high degree of volatility and may be susceptible to significant fluctuation
in the near term. See Note 3 of Notes to Consolidated Financial Statements.

     Interest,  dividends  and other  income was  $248,000  and $765,000 for the
three and nine  months  ended  September  30,  2000,  respectively,  compared to
$167,000 and $976,000  for the three and nine months ended  September  30, 1999,
respectively.  The decrease from the nine months ended  September 30, 1999 was a
result of an extraordinary  dividend received by AVF from one of its investments
during  1999,  offset by an increase in interest  earned due to higher  invested
balances and higher available rates.


                                       12


<PAGE>

     General and  administrative  expenses  were  $396,000  and $472,000 for the
quarters ended September 30, 2000 and 1999, respectively,  a decrease of $76,000
or 16%. The decrease in general and administrative expense for the quarter ended
September  30,  2000  versus  the  quarter  ended  September  30,  1999  was due
principally   to  a  decrease  in   compensation   accruals  and  various  other
administrative expenses.

     For the nine month periods ended  September 30, 2000 and 1999,  general and
administrative expenses were $1,194,000 and $1,687,000, respectively, a decrease
of $493,000 or 29%. This  decrease for the nine months ended  September 30, 2000
compared  to the same  period in 1999 is also  principally  due to a decrease in
compensation accruals and various other administrative expenses.

                                       13


<PAGE>



PART II - OTHER INFORMATION
-------   -----------------

Item 1. - Legal Proceedings
------    -----------------

Environmental Matters - Texas American Petrochemicals, Inc. ("TAPI")
------------------------------------------------------------- ----

     In January 1988,  pursuant to Section 13 of the Texas Solid Waste  Disposal
Act, the Texas Water Commission, subsequently renamed the Texas Natural Resource
Conservation  Commission  ("TNRCC"),   listed  on  the  Texas  Register  a  site
identified by the TNRCC as the "Texas  American Oil Site" located in Midlothian,
Ellis County, Texas, as a hazardous waste facility.  The site was owned by Texas
American Oil Corporation a former wholly-owned  subsidiary of the Company, prior
to ownership being transferred to TAPI. TAPI has been notified by the TNRCC that
TAPI is a potentially  responsible  party  ("PRP") for the site.  Early in 1990,
TAPI declined a request by the TNRCC to perform a remedial  investigation at the
site and advised the TNRCC that it had no resources. The TNRCC has not issued an
Administrative Order or instituted a formal proceeding. The TNRCC held a meeting
to discuss the proposed remedial action on July 31, 2000, results of the meeting
are unknown.

NASD Regulation, Inc. ("NASDR") - T. R. Winston & Company, Inc.
---------------------------------------------------------------

     In July 2000, Winston and two officers were notified that NASDR, District 9
will  recommend  that the NASDR  authorize  a  disciplinary  proceeding  against
Winston for alleged failure to establish,  maintain and enforce adequate written
supervisory procedures regarding trading and market-making,  and against the two
officers for having a supervisor  who was not properly  registered  as an equity
trader. The proposed charges also include alleged failures to report, accept, or
decline certain trades within specified time periods,  update certain quotes for
limit  orders,  and to  maintain  records for  certain  principal  transactions.
Winston and the two officers  filed a brief with the NASDR setting forth reasons
that the proposed  charges  should not be filed.  No assurance can be given that
despite the brief filed with the NASDR,  Winston  and the  officers  will not be
charged, or as to the outcome of the matter if charges are filed.

Item 4. - Submission of Matters to a Vote of Security Holders
-------   ---------------------------------------------------

     The Company held its Annual  Meeting of  Stockholders  on November 6, 2000.
Management's  nominees,  Messrs.  Paul O. Koether,  Mathew E. Hoffman,  Casey K.
Tjang, M. Michael Witte, and Qun Yi Zheng,  Ph.D.,  were elected to the Board of
Directors.

     The following is a tabulation for all nominees:

                                             For               Withheld

        Paul O. Koether                    975,454                 -
        Mathew E. Hoffman                  975,454                 -
        Casey K. Tjang                     975,454                 -
        M. Michael Witte                   975,454                 -
        Qun Yi Zheng, Ph.D.                975,454                 -



                                       14


<PAGE>




Item 6. - Exhibits and Reports on Form 8-K
-------   --------------------------------

     (a)     Exhibits
             --------

             (27)    Financial Data Schedule for the nine months ended September
                     30, 2000.

     (b)     Reports on Form 8-K
             -------------------
             No reports on Form 8-K were filed during the quarter for which this
             report is being filed.

                                       15


<PAGE>


                                   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 FINANCIAL SERVICES, INC.




Dated: November 8, 2000                     By: /s/ John W. Galuchie, Jr.
                                                 -------------------------
                                                 John W. Galuchie, Jr.
                                                 Executive Vice President




                                       16