UNITED
      STATES


**SECURITIES
        AND EXCHANGE COMMISSION**
 **WASHINGTON,
        D.C. 20549**
 **FORM
        10-QSB**
 
 x
              QUARTERLY
                  REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                  ACT OF
                  1934
 
 For
        the
        quarterly period ended:  September 30, 2007
 
 OR
 
  ̈
              TRANSITION
                  REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                  ACT OF
                  1934
 
 For
        the
        transition period from: ________ to ________.
 
 Commission
        File No.: 1-07986
 
 Kent
        Financial Services, Inc.
 (Exact
        name of small business issuer as specified in its charter)
 
 Nevada
              75-1695953(State
                  or other jurisdiction of incorporation or organization)
              (I.R.S.
                  Employer Identification No.)
 
 
 211
        Pennbrook Road, PO Box 97, Far Hills, NJ 07931
 (Address
        of principal executive offices)
 
 (908)
        766-7221
 (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   ̈
 
 Indicate
        by check mark whether the registrant is a shell company (as defined in Rule
        12b-2 of the Exchange Act).
 Yes   ̈    No  x
 
 **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   ̈    No   ̈
 
 **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 November 12, 2007, the issuer
        had 2,792,082 shares of its common stock, par value $.10 per share,
        outstanding.
 
 Transitional
        Small Business Disclosure Format (check one).  Yes   ̈    No  x
  
  
  **KENT
        FINANCIAL SERVICES, INC. AND
        SUBSIDIARIES**
 **FORM
        10-QSB**
 For
        The
        Quarterly Period Ended September 30, 2007
 Table
        Of
        Contents
 
 PageNumber**PART I.
                  FINANCIAL INFORMATION****Item
                  1.**
              **Financial
                  Statements**Consolidated
                  Balance Sheet as of September 30,
                  2007
              3Consolidated
                  Statement of Operations for the Three and Nine
                  Months Ended September 30, 2007 and 2006
              4Consolidated
                  Statement of Cash Flows Nine Months Ended
                  September 30, 2007 and 2006
              5Notes
                  to Consolidated Financial
                  Statements
              6**Item
                  2.**
              **Management's
                  Discussion and Analysis of Financial Condition
                  and Results of Operations**
              13**Item
                  3.**
              **Controls
                  and Procedures**
              16**PART
                  II. OTHER INFORMATION****Item
                  1.**
              **Legal
                  Proceedings**
              17**Item
                  2.**
              **Unregistered
                  Sales of Equity Securities and Use of
                  Proceeds**
              17**Item
                  3.**
              **Defaults
                  Upon Senior Securities**
              17**Item
                  4.**
              **Submission
                  of Matters to a Vote of Security
                  Holders**
              17**Item
                  5.**
              **Other
                  Information**
              17**Item
                  6.**
              **Exhibits**
              18**Signatures**
              19
  2
 ***Table
            of Contents***
 
 **PART
                  I   -**
              **FINANCIAL
                  INFORMATION**
 **Item
                  1.  -**
              **Financial
                  Statements**
 
 **KENT
        FINANCIAL SERVICES, INC. AND SUBSIDIARIES**
 CONSOLIDATED
        BALANCE SHEET
 As
        of
        September 30, 2007
 (UNAUDITED)
 ($000
        Omitted, except share and per share amounts)
 
 ASSETSCurrent
                  Assets:Cash
                  and cash equivalents
              
              $
              74Short-term
                  investments
              
              
              12,418Marketable
                  securities
              
              
              121Accounts
                  receivable
              
              
              79Prepaid
                  expenses and other current assets
              
              
              30Total
                  current assets
              
              
              12,722Property
                  and equipment, net of accumulated depreciation of $1
              
              
              6Goodwill
              
              
              90Other
                  assets
              
              
              98Total
                  assets
              
              $
              12,916LIABILITIES
                  AND STOCKHOLDERS’ EQUITYCurrent
                  liabilities:Accounts
                  payable and accrued expenses
              
              $
              295Noncurrent
                  liabilities:Accrued
                  post employment obligations
              
              
              671Minority
                  interest in subsidiaries
              
              
              5,090Stockholders'
                  equity:Preferred
                  stock without par value; 500,000 shares authorized;  none
                  outstanding
              
              
              -Common
                  stock, $.10 par value; 8,000,000 shares authorized; 2,792,250 shares
                  issued and outstanding
              
              
              279Additional
                  paid-in capital
              
              
              12,414Accumulated
                  deficit
              
              
              (5,834
              )Accumulated
                  other comprehensive income
              
              
              1Total
                  stockholders' equity
              
              
              6,860Total
                  liabilities and stockholders' equity
              
              $
              12,916
 
 
 See
        accompanying notes to consolidated financial statements.
  3
 ***Table
            of Contents***
  **KENT
          FINANCIAL SERVICES, INC. AND SUBSIDIARIES**
 CONSOLIDATED
          STATEMENTS OF OPERATIONS
 (UNAUDITED)
 ($000
          Omitted, except per share data)
 
 Three
                    Months Ended
                
                
                Nine
                    Months EndedSeptember
                    30,
                
                
                September
                    30,2007
                
                
                2006
                
                
                2007
                
                
                2006Revenues:Seminar
                    fees
                
                $
                125
                
                
                $
                108
                
                
                $
                356
                
                
                $
                275Interest
                
                
                153
                
                
                
                165
                
                
                
                469
                
                
                
                453Investing
                    gains
                
                
                
                
                
                
                11
                
                
                
                7Sale
                    of patent rights by subsidiary
                
                
                
                
                
                
                50
                
                
                
                
                
                
                
                50Other
                    income
                
                
                9
                
                
                
                13
                
                
                
                129
                
                
                
                40Total
                    revenues
                
                
                287
                
                
                
                347
                
                
                
                961
                
                
                
                818Expenses:General
                    and administrative
                
                
                517
                
                
                
                488
                
                
                
                1,426
                
                
                
                1,361Write
                    off capitalized software costs
                
                
                
                
                
                
                
                
                
                
                38Total
                    expenses
                
                
                517
                
                
                
                488
                
                
                
                1,464
                
                
                
                1,361Loss
                    before income taxes, minority interest and extraordinary
                    gain
                
                
                (230
                )
                
                
                (141
                )
                
                
                (503
                )
                
                
                (543
                )Provision
                    for income tax benefit (expense)
                
                
                
                
                
                
                (1
                )
                
                
                
                
                
                
                (8
                )Loss
                    before minority interest and extraordinary gain
                
                
                (230
                )
                
                
                (142
                )
                
                
                (503
                )
                
                
                (551
                )Minority
                    interest in subsidiaries losses
                
                
                65
                
                
                
                16
                
                
                
                138
                
                
                
                75Loss
                    before extraordinary item
                
                
                (165
                )
                
                
                (126
                )
                
                
                (365
                )
                
                
                (476
                )Extraordinary
                    gain due to purchase of subsidiary stock
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                28Net
                    loss
                
                
                (165
                )
                
                
                (126
                )
                
                
                (365
                )
                
                
                (448
                )Other
                    comprehensive income:Unrealized
                    gain on available for sale securities
                
                
                
                
                
                
                
                
                
                
                1Comprehensive
                    loss
                
                $
                (165
                )
                
                $
                (126
                )
                
                $
                (364
                )
                
                $
                (448
                )Basic
                    and diluted net loss per common share:Loss
                    per share before extraordinary gain
                
                $
                (0.06
                )
                
                $
                (0.04
                )
                
                $
                (0.13
                )
                
                $
                (0.17
                )Extraordinary
                    gain
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                0.01Net
                    loss per share
                
                $
                (0.06
                )
                
                $
                (0.04
                )
                
                $
                (0.13
                )
                
                $
                (0.16
                )Weighted
                    average number of common shares outstanding (in 000's)
                
                
                2,793
                
                
                
                2,801
                
                
                
                2,795
                
                
                
                2,803
 
 
 See
          accompanying notes to consolidated financial statements.
  4
 ***Table
              of Contents***
  **KENT
          FINANCIAL SERVICES, INC. AND
          SUBSIDIARIES**
 CONSOLIDATED
          STATEMENTS OF CASH FLOWS
 (UNAUDITED)
 ($000
          Omitted)
 
 Nine
                    Months EndedSeptember
                    30,2007
                
                
                2006Cash
                    flows from operating activities:Net
                    loss
                
                $
                (365
                )
                
                $
                (448
                )Adjustments
                    to reconcile net loss to net cash provided by (used in) operating
                    activities:Depreciation
                
                
                5
                
                
                
                2Write
                    off capitalized software costs
                
                
                38Unrealized
                    losses on securities owned
                
                
                
                
                
                
                23Interest
                    receivable on short-term investments
                
                
                (116
                )
                
                
                (154
                )Stock-based
                    compensation expense
                
                
                
                
                
                
                27Extraordinary
                    gain on purchase of stock of subsidiary
                
                
                
                
                
                
                (28
                )Minority
                    interest in subsidiaries losses
                
                
                (138
                )
                
                
                (75
                )Change
                    in accounts receivable
                
                
                (4
                )
                
                
                (121
                )Change
                    in prepaid expenses and other assets
                
                
                (39
                )Change
                    in accounts payable and accrued expenses
                
                
                (43
                )
                
                
                14Change
                    in deferred revenue
                
                
                (23
                )Net
                    cash used in operating activities
                
                
                (685
                )
                
                
                (760
                )Cash
                    flows from investing activities:Purchase
                    of stock of subsidiary
                
                
                
                
                
                
                (192
                )Acquistion
                    of property and equipment
                
                
                (14
                )Sale
                    of marketable securities
                
                
                30Purchase
                    of short-term investments
                
                
                (14,013
                )
                
                
                (12,601
                )Sales
                    and maturities of short-term investments
                
                
                14,611
                
                
                
                12,278Net
                    cash provided by (used in) investing activities
                
                
                614
                
                
                
                (515
                )Cash
                    flows from financing activities:Repurchase
                    of common stock by subsidiary
                
                
                (6
                )
                
                
                (12
                )Repurchase
                    of common stock
                
                
                (16
                )
                
                
                (68
                )Net
                    cash used in financing activities
                
                
                (22
                )
                
                
                (80
                )Net
                    decrease in cash and cash equivalents
                
                
                (93
                )
                
                
                (1,355
                )Cash
                    and cash equivalents at beginning of period
                
                
                167
                
                
                
                1,890Cash
                    and cash equivalents at end of period
                
                $
                74
                
                
                $
                535Supplemental
                    disclosure of cash flow information:Cash
                    paid for:Taxes
                
                $
                6
                
                
                $
                8
 
 
 See
          accompanying notes to consolidated financial statements.
  5
 ***Table
              of Contents***
  **KENT
          FINANCIAL SERVICES, INC. AND
          SUBSIDIARIES**
 NOTES
          TO
          CONSOLIDATED FINANCIAL STATEMENTS
 For
          the
          Periods Ending September 30, 2007 and 2006
 (UNAUDITED)
 
 **NOTE
          A** - **Basis of Presentation**
 
 The
          accompanying unaudited condensed consolidated financial statements of Kent
          Financial Services, Inc. and subsidiaries (the "Company") as of September
          30,
          2007 and for the three and nine month periods ended September 30, 2007
          and 2006
          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 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 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, 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.  Estimates that are particularly susceptible to change
          include assumptions used in determining the fair value of securities owned
          and
          non-readily marketable securities.
 
 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**– **Business and Segment Information**
 
 The
          Company's business is comprised of the management of Kent International
          Holdings, Inc. (“Kent International”) and Kent Educational Services, Inc. (“Kent
          Educational”).  The Company has determined that its operations can be
          segregated into two principal operating segments which are business development
          activities and education services.  We define operating segments as
          components of an enterprise about which separate financial information
          is
          available that is evaluated regularly by the Chairman in deciding how to
          allocate resources and in assessing performance.
 
 Kent
          International is a publicly traded company (stock symbol “KNTH.PK”) currently
          seeking to redeploy its assets into an operating business through an acquisition
          or merger.  Kent Financial Services owned approximately 53.25% of Kent
          International at September 30, 2007.  All of Kent International’s
          assets, excluding its portfolio of pharmaceutical patents (which have a
          zero
          carrying value on the consolidated financial statements), are invested
          in cash
          and United States Treasury Bills.  Kent International’s activity is
          reported in the business development activities segment.
 
 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.
  6
 ***Table
              of Contents***
  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.
 
 The
          education services segment represents the activity of Kent Educational;
          which is
          a wholly owned subsidiary of the Company that has a 60% controlling interest
          in
          the Academy for Teaching and Leadership, Inc. (“The Academy”).  The
          Academy, headed by Dr. Saul Cooperman, a former Commissioner of Education
          in the
          State of New Jersey, provides educators various programs designed to improve
          themselves, their students, and their schools.
 
 The
          allocation of resources for educational purposes is currently under great
          scrutiny in New Jersey.  Funding for public schools in New Jersey
          comes from either State aid or local property taxes.  Although
          property taxes have increased rapidly in New Jersey over the last seven
          years,
          this has not resulted in additional educational expenditures, because the
          State
          of New Jersey has at the same time reduced its aid allocated to public
          schools.  It is impossible to foresee the future developments of
          property taxes and educational State aid.  As public schools in New
          Jersey are currently our primary customer, our revenue growth is restricted
          by
          any limitation on these resources.
 
 The
          following table summarizes the assets and operations of the Company’s segments
          as of and for the three and nine months ended September 30, 2007 and
          2006:
 
 Business
                  Development
                  Activities
                
                
                Educational
                  Services
                
                
                All
                    Other
                  Operations
                
                
                Eliminations
                
                
                Consolidated
                  TotalsThree
                    Months Ended September 30, 2007Revenues
                    from external customers
                
                
                
                
                $
                125
                
                
                $
                7
                
                
                
                
                
                $
                132Management
                    fees
                
                
                
                
                
                
                
                
                
                63
                
                
                $
                (63
                )Interest
                
                $
                131
                
                
                
                2
                
                
                
                20
                
                
                
                
                
                
                
                153Oher
                    income
                
                
                2
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                2Total
                    revenues
                
                
                133
                
                
                
                127
                
                
                
                90
                
                
                
                (63
                )
                
                
                287General
                    and administrative expenses
                
                
                (287
                )
                
                
                (109
                )
                
                
                (184
                )
                
                
                63
                
                
                
                (517
                )Minority
                    interest
                
                
                72
                
                
                
                (7
                )
                
                
                
                
                
                
                
                
                
                
                65Net
                    income (loss) by segment
                
                $
                (82
                )
                
                $
                11
                
                
                $
                (94
                )
                
                
                -
                
                
                $
                (165
                )
  7
 ***Table
              of Contents***
  BusinessDevelopment
                
                
                Educational
                
                
                All
                    Other
                
                
                
                
                
                
                ConsolidatedActivities
                
                
                Services
                
                
                Operations
                
                
                Eliminations
                
                
                TotalsNine
                    Months Ended September 30, 2007Revenues
                    from external customers
                
                
                
                
                
                $
                356
                
                
                $
                115
                
                
                
                
                
                
                $
                471Management
                    fees
                
                
                
                
                
                
                
                
                
                
                233
                
                
                $
                (233
                )Interest
                
                $
                397
                
                
                
                9
                
                
                
                63
                
                
                
                
                
                
                
                469Investing
                    gains
                
                
                
                
                
                
                
                
                
                
                7
                
                
                
                
                
                
                
                7Other
                    Income
                
                
                14
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                14Total
                    revenues
                
                
                411
                
                
                
                365
                
                
                
                418
                
                
                
                (233
                )
                
                
                961General
                    and administrative expenses
                
                
                (685
                )
                
                
                (345
                )
                
                
                (629
                )
                
                
                233
                
                
                
                (1,426
                )Minority
                    interest
                
                
                146
                
                
                
                (8
                )
                
                
                
                
                
                
                
                
                
                
                138Write
                    off capitalized software costs
                
                
                (38
                )
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                (38
                )Net
                    income (loss) by segment
                
                $
                (166
                )
                
                $
                12
                
                
                $
                (211
                )
                
                
                -
                
                
                $
                (365
                )As
                    of September 30, 2007Total
                    assets by segment
                
                $
                10,582
                
                
                $
                514
                
                
                $
                1,820
                
                
                
                -
                
                
                $
                12,916Three
                    Months Ended September 30, 2006Revenues
                    from external customers
                
                
                
                
                
                $
                108
                
                
                $
                5
                
                
                
                
                
                
                $
                113Management
                    fees
                
                
                
                
                
                
                
                
                
                
                63
                
                
                $
                (63
                )Interest
                
                $
                137
                
                
                
                3
                
                
                
                25
                
                
                
                
                
                
                
                165Investing
                    gains
                
                
                
                
                
                
                
                
                
                
                11
                
                
                
                
                
                
                
                11Other
                    income
                
                
                50
                
                
                
                
                
                
                
                8
                
                
                
                
                
                
                
                58Total
                    revenues
                
                
                187
                
                
                
                111
                
                
                
                112
                
                
                
                (63
                )
                
                
                347General
                    and administrative expenses
                
                
                (205
                )
                
                
                (130
                )
                
                
                (216
                )
                
                
                63
                
                
                
                (488
                )Income
                    tax expense
                
                
                
                
                
                
                
                
                
                
                (1
                )
                
                
                
                
                
                
                (1
                )Minority
                    interest
                
                
                9
                
                
                
                7
                
                
                
                
                
                
                
                
                
                
                
                16Net
                    loss by segment
                
                $
                (9
                )
                
                $
                (12
                )
                
                $
                (105
                )
                
                
                -
                
                
                $
                (126
                )Nine
                    Months Ended September 30, 2006Revenues
                    from external customers
                
                
                
                
                
                $
                275
                
                
                $
                32
                
                
                
                
                
                
                $
                307Management
                    fees
                
                
                
                
                
                
                
                
                
                
                189
                
                
                $
                (189
                )Interest
                
                $
                373
                
                
                
                7
                
                
                
                73
                
                
                
                
                
                
                
                453Other
                    Income
                
                
                50
                
                
                
                
                
                
                
                8
                
                
                
                
                
                
                
                58Total
                    revenues
                
                
                423
                
                
                
                282
                
                
                
                302
                
                
                
                (189
                )
                
                
                818General
                    and administrative expenses
                
                
                (605
                )
                
                
                (252
                )
                
                
                (693
                )
                
                
                189
                
                
                
                (1,361
                )Income
                    tax expense
                
                
                (1
                )
                
                
                (1
                )
                
                
                (6
                )
                
                
                
                
                
                
                (8
                )Minority
                    interest
                
                
                87
                
                
                
                (12
                )
                
                
                
                
                
                
                
                
                
                
                75Extraordinary
                    gain
                
                
                
                
                
                
                
                
                
                
                28
                
                
                
                
                
                
                
                28Net
                    income (loss) by segment
                
                $
                (96
                )
                
                $
                17
                
                
                $
                (369
                )
                
                
                -
                
                
                $
                (448
                )As
                    of September 30, 2006Total
                    assets by segment
                
                $
                11,008
                
                
                $
                439
                
                
                $
                2,152
                
                
                
                -
                
                
                $
                13,599
  8
 ***Table
              of Contents***
  **NOTE
          C – Separation Agreement**
 
 Effective
          August 31, 2007, the Company, Kent International, 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
          the Company’s President and Kent International’s President and a member of Kent
          International’s Board of Directors.
 
 The
          terms
          of the Agreement stipulate that Kent International 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
          International and their subsidiaries and affiliates.
 
 **NOTE
          D -****Securities Owned**
 
 Marketable
          securities owned as of September 30, 2007, comprised mainly of portfolio
          positions (equity securities) held for capital appreciation consisted of
          the
          following (all numbers in thousands):
  September
                      30, 2007Percent
                      Owned
                  
                  Cost
                  
                  
                  Fair
                      Value
                  
                  
                  Unrealized
                      Gains (Losses)GolfRounds.com,
                      Inc.
                  4.35%
                  
                  $
                  102
                  
                  
                  $
                  97
                  
                  
                  $
                  (5
                  )All
                      other equity securities
                  N/A
                  
                  
                  17
                  
                  
                  
                  23
                  
                  
                  
                  6$
                  119
                  
                  
                  $
                  120
                  
                  
                  $
                  1
 
 During
          the first quarter of 2007, the Company reclassified its marketable securities
          from trading securities to available for sale securities.  The
          Company’s securities are valued at fair value.  Fair value is
          ordinarily the listed market price of the stock.  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, including the analysis of the valuation
          of
          comparable companies.
 
 **NOTE
          E - Operating Leases**
 
 The
          Company and Kent International had leased office space at 376 Main Street,
          Bedminster, New Jersey from an unaffiliated company for $3,600 per month
          ($43,200 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.
  9
 ***Table
              of Contents***
  **NOTE
          F -****Capital Stock Activity**
 
 **Dividends**
 
 No
          dividends were declared or paid during the three and nine months ended
          September
          30, 2007.
 
 **Common
          Stock Repurchases**
 
 In
          August
          2004, 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.  This program has no
          expiration date.  No shares were repurchased during the quarter ended
          September 30, 2007; however, during the nine months ended September 30,
          2007,
          7,542 shares were acquired for approximately $16,278 resulting in 97,876
          shares
          remaining authorized for repurchase under the program.  All shares
          repurchased under this plan have been cancelled and returned to the status
          of
          authorized but unissued shares.
 
 **NOTE
          G -****Net Income (Loss) Per Share**
 
 The
          Company reports net 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 no common stock options outstanding at September 30, 2007 and
          300,000 outstanding at September 30, 2006.  Because the Company had
          losses in the three and nine months ended September 30, 2007 and 2006,
          any stock
          options outstanding would have an anti-dilutive effect on net loss per
          share and
          as such are not included in the calculations.
 
 **NOTE
          H - Stock Option Plans**
 
 In
          December 2004, the Financial Accounting Standards Board “FASB” issued Statement
          of Financial Accounting Standards (“SFAS”) No. 123(R), Share-Based Payment,”
(“SFAS 123(R)”), a revision of SFAS No. 123, “Accounting for Stock-Based
          Compensation” (“SFAS 123”)  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.  The Company adopted SFAS 123(R) on January 1,
          2006.
 
 On
          November 25, 2005, shareholders of the Company approved the 2005 Stock
          Option
          Plan making a total of 400,000 common stock options available for
          issuance.  Subsequently, 300,000 options were awarded to Dr. Qun Yi
          Zheng as President of Kent on the same date.  33,000 of these options
          were immediately exercisable with an additional 33,000 becoming exercisable
          on
          the first eight anniversaries of the grant date.  On August 31, 2007,
          the effective date of Dr. Zheng’s resignation, the 66,000 common stock options
          that had become exercisable were forfeited as were the 234,000 options
          that were
          still unexercisable.  The Company did not record stock-based
          compensation expense for the nine months ended September 30, 2007 as no
          options
          were earned during this period; however, approximately $9,000 and $27,000
          in
          stock-based compensation expense was recorded for the three and nine month
          periods ending September 30, 2006.  At September 30, 2007, the Company
          had no common stock options outstanding.
  10
 ***Table
              of Contents***
  All
          options granted had an exercise price equal to or less than the market
          price of
          the Company’s stock on the grant date.  For purposes of calculating
          the compensation cost consistent with SFAS 123, the fair value of each
          option
          grant was estimated on the grant date using the Black-Scholes option-pricing
          model with the following assumptions used: no dividend yield; expected
          volatility of 29 percent; risk free interest rates of 4.37 percent; and
          weighted
          average expected duration of 7 years.
 
 **Kent
          International 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.  Any exercises of these
          common stock options could have a dilutive effect on the percentage of
          Kent
          International owned by the Company.
 
 Until
          December 31, 2005, Kent International applied APB 25 and related interpretations
          in accounting for its options.  Accordingly, no compensation cost had
          been recognized for common stock options issued.  In January 2006,
          Kent International adopted SFAS 123(R).  As all outstanding common
          stock options were fully vested prior to January 1, 2006, no compensation
          expense was recognized in the financial statements in the three and nine
          month
          periods ending September 30, 2007 and 2006.
 
 **NOTE
          I -****Related Party Transactions**
 
 The
          Company receives a monthly management fee of $21,000 from Kent International
          for
          management services.  These services include, among other things,
          preparation of periodic and other filings with the Securities and Exchange
          Commission, evaluating merger and acquisition proposals, providing internal
          accounting services and shareholder relations.  This arrangement may
          be terminated at will by either party.  The monthly management fee
          revenue and offsetting expense is eliminated during
          consolidation.  The Company is the beneficial owner of approximately
          53.25% of Kent International’s outstanding Common Stock at September 30,
          2007.  Paul O. Koether, Chairman of the Company is also the Chairman
          of Kent International and the beneficial owner of approximately 55.18%
          of the
          Company’s outstanding common stock and Bryan P. Healey, Chief Financial Officer
          of the Company is also the Chief Financial Officer of Kent International
          and the
          son-in-law of Paul O. Koether.
 
 The
          Company and its consolidated subsidiaries reimburse an affiliate, Bedminster
          Management Corp., for the allocated direct cost of group health insurance
          and
          office supplies.  These reimbursements were approximately $19,398.73
          and $69,854 in the three and nine months ended September 30, 2007, respectively
          and $22,336 and $49,032 in the three and nine months ended September 30,
          2006,
          respectively.  Bedminster Management Corp. facilitates the allocation
          of certain central administrative costs on a cost reimbursement basis and
          is
          owned equally by Kent, Kent International and T.R. Winston & Company,
          LLC.
 
 The
          Company received a non-recurring management fee of $44,400 from The Academy
          in
          June 2007.  The Academy is a 60% controlled subsidiary of Kent
          Educational, a wholly owned subsidiary of the Company.  The Academy
          also paid a consulting fee of $29,600 in June 2007 to Dr. Saul Cooperman,
          the
          Chairman and 40% owner of the Academy.
  11
 ***Table
              of Contents***
  **NOTE
          J -****Legal Proceedings**
 
 **Texas
          American Petrochemicals, Inc. (“TAPI”)**
 
 By
          letter dated May 24, 2005,
          the Texas Commission on Environmental Quality ("TCEQ") advised Texas American
          Petrochemicals, Inc. (“TAPI”), that it was a person responsible for solid waste
          at a hazardous waste site in Texas.TAPI
          is an inactive
          subsidiary of the Company with no assets.The
          TCEQ determined that the
          amount owed to the State of Texasby TAPIfor
          remediation is
          $2,459,594and thatfailure
to pay
          that amount
          would result in the matter being referred to the TCEQ Litigation Division.The
          Company has been advised
          by its environmental counsel that it has good legal arguments to support
          its
          positionand
          consequently,it
          should not be subject to liability for the remediation costs of the
          site.  However,no assurances can be made as
          to the outcome of this matter.
 
 **NOTE
          K – Net Operating Loss Carryforwards**
 
 As
          of
          December 31, 2006, the Company had approximately $3 million of net operating
          loss carryforwards (“NOL”) for income tax purposes.  In addition, Kent
          International had approximately $81 million of NOL and $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.  The Company’s and 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 June 30, 2007 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.
 
 **NOTEL- 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.
  12
 ***Table
              of Contents***
  **Item
                    2.  -**
                **Management's
                    Discussion and Analysis of Financial Condition andResults of Operations**
 
 The
          following discussion and analysis should be read in conjunction with the
          Annual
          Report on Form 10-KSB for the fiscal year ended December 31, 2006, of Kent
          Financial Services, Inc. (“Kent” or the “Company”) 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**
 
 The
          Company's business is comprised of the management of Kent International
          Holdings, Inc. (“Kent International”) and Kent Educational Services, Inc. (“Kent
          Educational”).  Kent International is a publicly traded company (stock
          symbol “KNTH.PK”) currently seeking to redeploy its assets into an operating
          business through an acquisition or merger.  The Company owned
          approximately 53.25% of Kent International at September 30, 2007.
 
 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.
 
 Kent
          International faces the risk that the 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.
 
 Kent
          Educational is a wholly owned subsidiary of the Company that has a 60%
          controlling interest in the Academy for Teaching and Leadership, Inc. (“The
          Academy”).  The Academy, headed by Dr. Saul Cooperman, a former
          Commissioner of Education in the State of New Jersey, provides educators
          various
          programs designed to improve themselves, their students, and their
          schools.
 
 The
          Academy has also produced an innovative education DVD entitled *Sex Over
          Sixty*.  The Academy has worked to produce this DVD based on
          research that enables those people over 60 to learn about their changing
          bodies
          and experience a healthier, happier sex life.  *Sex over Sixty*
          provides frank answers to sexual questions that mature adults face as they
          age,
          experience health problems, or begin dating again after a loss or
          divorce.  The DVD was released on October 16, 2007; however, as with
          any new media release, the possible commercial success of this DVD is
          uncertain.  Initial test marketing, which has commenced, will be
          constrained by a modest advertising budget.
  13
 ***Table
              of Contents***
  **Results
          of Operations**
 
 The
          Company had a net loss of $165,000 or $.06 basic and diluted loss per share,
          for
          the three months ended September 30, 2007 compared to a net loss of $126,000,
          or
          $.04 basic and diluted loss per share for the comparable quarter in
          2006.  For the nine months ended September 30, 2007, the net loss was
          $365,000 or $.13 basic and diluted loss per share, compared to a loss of
          $448,000 or $.16 basic and diluted loss per share for the comparable period
          in
          2006.  The change in the net loss was mainly the result of increased
          interest revenue, seminar fees and administrative fees paid by an un-affiliated
          investment company offset by costs related to the separation agreement
          with Dr.
          Qun Yi Zheng, our former President.
 
 **Revenue**
 
 Seminar
          fees based on seminars held by The Academy for Teaching and Leadership,
          Inc.
          (“The Academy”) increased to $125,000 and $356,000 for the three and nine months
          ended September 30, 2007, respectively, compared to $108,000 and $275,000
          for
          the three and nine months ended September 30, 2006,
          respectively.  This increase is a result of an increase in marketing
          efforts and name recognition during The Academy’s second full year of
          operations.  The Company recognizes seminar revenue when the services
          are provided.
 
 Interest
          income decreased to $153,000 for the three months ended September 30, 2007,
          from
          $165,000 for the same period in 2006.  However, interest income
          increased to $469,000 for the nine months ended September 30, 2007, from
          $453,000 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 United
          States Treasury Bills purchased between June and August 2007 decreased
          resulting
          in a decrease in interest revenue for the quarter ended September 30,
          2007.
 
 Net
          unrealized gains on available for sale securities were nil and $1,000 for
          the
          three and nine months ended September 30, 2007, respectively and realized
          gains
          were nil and $7,000 for the three and nine months ending September 30,
          2007,
          respectively.  Net investing gains were $11,000 and nil for the three
          and nine months ended September 30, 2006.  Net unrealized gains
          (losses) on securities owned were approximately $11,000 and ($23,000) for
          the
          three and nine months ended September 30, 2006.  Realized gains on
          securities transactions were nil and $23,000 for the three and nine months
          ended
          September 30, 2006.  As a result of the transfer in classification
          from trading securities to available for sale securities, unrealized losses
          during the three and nine months ended September 30, 2007 were recorded
          as an
          adjustment to accumulated other comprehensive income in stockholder’s equity
          instead of a component of operating income.  Accordingly, investing
          gains (losses) reported for those periods are not comparable to those reported
          for the same periods ending September 30, 2006.
 
 For
          the
          three months ended September 30, 2007, other income decreased to $9,000
          from
          $13,000 for the comparable period in 2006; whereas for the nine months
          ended
          September 30, 2007, other income increased to $129,000 from $40,000 for
          the
          comparable period in 2006, caused primarily by the increase in administrative
          fees paid by an un-affiliated investment company.  As these
          administrative fees fluctuate based on the performance of the investment
          company, we cannot be certain they will recur.
 
 **Expenses**
 
 General
          and administrative expenses increased to $517,000 and $1,426,000 for the
          three
          and nine months ended September 30, 2007 from $488,000 and $1,361,000 for
          the
          same periods in 2006.  The increases in expenses of 5.9% and 4.7% for
          the three and nine month periods are primarily attributed to Kent
          International’s costs associated with the separation agreement with Dr. Qun Yi
          Zheng of approximately $136,000 and expenses associated with operating
          www.ChinaUSPals.com of approximately $40,000.  These increases
          were offset by decreases in general administrative expenses of $79,000and
          expenses related to international travel associated with our ongoing business
          development activities of approximately $32,000.
  14
 ***Table
              of Contents***
  Our
          consolidated subsidiary, Kent International 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
          $74,000.  Cash and cash equivalents consist of cash held in banks and
          brokerage firms.  The Company had short-term investments, consisting
          of United States Treasury Bills with original maturities of six months,
          of $12.4
          million at September 30, 2007 with yields ranging from 4.06% to
          5.04%.  Of the $12.4 million in short-term investments, Kent held
          approximately $1.64 million, Kent International held approximately $10.55
          million and The Academy held approximately $210,000.  The Company’s
          working capital at September 30, 2007 was approximately $12.427 million,
          of
          which $1.578 million can be attributed to Kent, $10.545 million attributed
          to
          Kent International, and approximately $305,000 attributed to The
          Academy.  Management believes its cash and cash equivalents are
          sufficient for its business activities for at least the next 12 months
          and for
          the costs of seeking an acquisition of an operating business.
 
 Net
          cash
          used in operations was $685,000 in the nine months ended September 30,
          2007,
          compared to net cash used in operations of $760,000 in the comparable period
          of
          2006.  Cash used in operations is a direct result of operating
          expenses offset by operating revenues and adjusted for changes in operating
          assets and liabilities.  The decrease in net cash used in operations
          was largely the result of the timing of interest received on short term
          investments, the timing of payments for accounts payable and the receipt
          of a
          larger than average administrative fee paid by an unaffiliated investment
          company, not an indication of decreasing expenses.  If net cash used
          in operations for the nine months ended September 30, 2007 were adjusted
          to
          eliminate the larger than average administrative fee, the net result would
          be
          $781,000 net cash used in operations.
 
 Net
          cash
          of $140,000 was provided by investing activities during the nine months
          ended
          September 30, 2007 by the sales and maturities of short-term investments
          of
          $14.611 million offset by the purchase of short-term investments of $14.013
          million and $14,000 for capitalized costs related to the development of
          www.chinauspals.com.  The Company used $515,000 for investing
          activities during the period ended September 30, 2006 for the purchase
          of
          short-term investments of $12.601 million and the purchase of additional
          shares
          of Kent International of $192,000 offset by the sales and maturities of
          short-term investments of $12.278 million.
 
 The
          Company used $16,000 for financing activities in the nine months ended
          September
          30, 2007 to repurchase 7,542 shares of common stock compared to the $12,000
          used
          for financing activities in the nine months ended September 30, 2006 to
          repurchase 5,239 shares of common stock.  Kent International also used
          approximately $6,000 and $68,000 to repurchase their stock in the nine
          months
          ended September 30, 2007 and 2006, respectively.
 
 **Other
          Disclosures – Related Party Transactions**
 
 The
          Company receives a monthly management fee of $21,000 from Kent International
          for
          management services.  These services include, among other things,
          preparation of periodic and other filings with the Securities and Exchange
          Commission, evaluating merger and acquisition proposals, providing internal
          accounting services and shareholder relations.  This arrangement may
          be terminated at will by either party.  The monthly management fee
          revenue and offsetting expense is eliminated during
          consolidation.  The Company is the beneficial owner of approximately
          53.25% of Kent International’s outstanding Common Stock at September 30,
          2007.  Paul O. Koether, Chairman of the Company is also the Chairman
          of Kent International and the beneficial owner of approximately 55.18%
          of the
          Company’s outstanding common stock and Bryan P. Healey, Chief Financial Officer
          of the Company is also the Chief Financial Officer of Kent International
          and the
          son-in-law of Paul O. Koether.
  15
 ***Table
              of Contents***
  The
          Company and its consolidated subsidiaries reimburse an affiliate, Bedminster
          Management Corp., for the allocated direct cost of group health insurance
          and
          office supplies.  These reimbursements were approximately $19,398.73
          and $69,854 in the three and nine months ended September 30, 2007, respectively
          and $22,336 and $49,032 in the three and nine months ended September 30,
          2006,
          respectively.  Bedminster Management Corp. facilitates the allocation
          of certain central administrative costs on a cost reimbursement basis and
          is
          owned equally by Kent, Kent International and T.R. Winston & Company,
          LLC.
 
 The
          Company received a non-recurring management fee of $44,400 from The Academy
          in
          June 2007.  The Academy is a 60% controlled subsidiary of Kent
          Educational, a wholly owned subsidiary of the Company.  The Academy
          also paid a consulting fee of $29,600 in June 2007 to Dr. Saul Cooperman,
          the
          Chairman and 40% owner of the Academy.
 
 **Other
          Disclosures**
 
 Dr.
          Qun
          Yi Zheng resigned as President of the Company and as President and Director
          of
          Kent International Holdings, Inc., the Company’s 53.25% owned subsidiary and all
          other subsidiaries effective August 31, 2007.  Paul O. Koether has
          assumed the title and duties of President.
 
 **Off-Balance
          Sheet Arrangements**
 
 The
          Company has no off-balance sheet arrangements.
 
 **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.
  16
 ***Table
              of Contents***
  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.
 
 **PART
                    II -**
                **OTHER
                    INFORMATION**
 **ITEM
                    1. -**
                **Legal
                    Proceedings**
  None.
 
 **ITEM
                    2. -**
                **Unregistered
                    Sales 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**
 
 The
          amendment to the Company’s 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
          became effective on August 8, 2007 when the filing of the certificate of
          amendment was made with the Nevada Secretary of State.
 
 On
          November 12, 2007, Bryan P. Healey was elected a Director of the
          Company.  Mr. Healey, a certified public accountant, has been
          Vice-President, Secretary and Chief Financial Officer of the Company since
          May
          2006.  Mr. Healey has also been Vice-President, Secretary and Chief
          Financial Officer of Kent International Holdings, Inc. since May
          2006.  Since July 2006, Mr. Healey has been a registered
          representative of T. R. Winston & Company, LLC.  From September
          1995 to April 2006, Mr. Healey was with Bowman & Company, L.L.P., the
          largest CPA firm in Southern New Jersey, in various positions including
          audit
          manager from July 2001 to April 2006.
  17
 ***Table
              of Contents***
  **ITEM
                    6. -**
                **Exhibits**
 
 (a)
                Exhibits
 
 3.1
                Articles
                    of Incorporation of Kent Financial Services, Inc. (1)
 
 3.1(a)
                Certificate
                    of Amendment to Articles of Incorporation of Kent Financial Services,
                    Inc.
                    (2)*
 
 3.2
                Bylaws
                    of Kent Financial Services, Inc. (1)
 
 10.1
                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. (3)
 
 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)
                (1)     Filed
                    as an exhibit to the Company’s Definitive Information Statement on Form
                    DEF 14C filed November 13, 2006, film number 061288318, and incorporated
                    herein by reference.
 (2)
                Filed
                    August 8, 2007.
 (3)
                Incorporated
                    by reference to Kent Financial Services, Inc. Form 8-K filed
                    on September
                    4, 2007.
 
 *           Filed
          Herewith
 **         Compensatory
          Plan
  18
 ***Table
              of Contents***
  **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 13, 2007
                By:
                /s/
                    Bryan P. HealeyBryan
                  P. HealeyChief
                  Financial Officer andSecretary
                  (Principal Financial and Accounting Officer, and officer duly authorized
                  to sign on behalf of the small business issuer)
  19