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:    March 31, 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 April 30,  2000,  the issuer had  1,849,364  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)

                                                                     March 31,
                                                                       2000
                                                                    -----------

Assets

Cash and cash equivalents                                            $  3,245
Securities owned                                                       10,084
Receivable from clearing broker                                         1,268
Property and equipment:
     Land and building                                                  1,447
     Office furniture and equipment                                       265
                                                                     --------
                                                                        1,712

     Accumulated depreciation                                       (     557)
                                                                     --------
     Net property and equipment                                         1,155
                                                                     --------
Other assets                                                              269
                                                                     --------
          Total assets                                               $ 16,021
                                                                     ========

Liabilities and Stockholders' Equity

Liabilities:
   Securities sold, not yet purchased                                $    236
   Accounts payable and accrued expenses                                1,035
   Mortgage payable                                                       697
   Accrual for previously discontinued operations                         318
                                                                     --------
          Total liabilities                                             2,286
                                                                     --------

Contingent liabilities (Notes 4 and 5)

Stockholders' equity:
   Preferred stock without par value, 500,000
     shares authorized; none outstanding                                    -
   Common stock, $.10 par value, 4,000,000
     shares authorized; 1,862,264 outstanding                             186
   Additional paid-in capital                                          14,454
   Accumulated deficit                                              (     905)
                                                                     --------
          Total stockholders' equity                                   13,735
                                                                     --------
          Total liabilities and stockholders' equity                 $ 16,021
                                                                     ========





          See accompanying notes to consolidated financial statements.

                                        1


<PAGE>





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



                                                           Three Months Ended
                                                                 March 31,

                                                           2000           1999
                                                          ------         ------

Revenues:
     Brokerage commissions                                $  592         $  499
     Principal transactions:
       Trading                                             1,509            269
       Investing gains                                       840            455
     Interest, dividends and other                           249            196
                                                          ------         ------
                                                           3,190          1,419
                                                          ------         ------

Expenses:
     Brokerage                                             1,300            516
     General, administrative and other                       429            577
     Interest                                                 99             64
                                                          ------         ------
                                                           1,828          1,157
                                                          ------         ------

Earnings before income taxes                               1,362            262
Provision for income taxes                                     3             14
                                                          ------         ------
Net earnings                                              $1,359         $  248
                                                          ======         ======

Basic net earnings per common share                       $  .72         $  .12
                                                          ======         ======

Diluted net earnings per common
  share                                                   $  .72         $  .12
                                                          ======         ======

Weighted average number of common
  shares outstanding (in 000's)                            1,888          1,992
                                                          ======         ======




          See accompanying notes to consolidated financial statements.

                                        2


<PAGE>



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

                                 ($000 Omitted)

                                                          Three Months Ended
                                                               March 31,
                                                        ----------------------
                                                         2000            1999
                                                        ------          ------

Cash flows from operating activities:
   Net earnings                                        $ 1,359         $  248
   Adjustments:
     Depreciation and amortization                          19             12
     Change in unrealized gains
      on securities owned                             (    832)       (    46)
     Change in securities owned                       (    723)       ( 3,230)
     Change in receivable from
      clearing broker                                 (    328)           775
     Change in accounts payable and
      accrued expenses                                (    135)            84
     Other, net                                              9        (    21)
                                                       -------         ------
     Net cash used in
      operating activities                            (    631)       ( 2,178)
                                                       -------         ------

Cash flows from investing activities-
   Purchase of office equipment                              -        (     8)
                                                       -------         ------

Cash flows from financing activities:
   Purchase of common stock                           (    165)       (     1)
   Payments on debt                                   (      2)       (     9)
                                                       -------         ------
     Net cash used in financing
      activities                                      (    167)       (    10)
                                                       -------         ------

Net decrease in cash
  and cash equivalents                                (    798)       ( 2,196)
Cash and cash equivalents at
  beginning of period                                    4,043          8,217
                                                       -------         ------
Cash and cash equivalents at end of
  period                                               $ 3,245         $6,021
                                                       =======         ======

Supplemental disclosure of cash flow
  information:

   Cash paid for:
     Interest                                          $    99         $   64
                                                       =======         ======
     Taxes                                             $     1         $   12
                                                       =======         ======


          See accompanying notes to consolidated financial statements.

                                        3


<PAGE>



                 KENT FINANCIAL SERVICES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             MARCH 31, 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 March 31, 2000
and for the three  month  periods  ended  March 31,  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 month periods ended March 31, 2000
and 1999 are not  necessarily  indicative  of the results to be expected for the
entire year or for any other period.

                                        4


<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 March 31,
2000, Winston had net capital, as defined, of approximately $1.1 million,  which
was approximately $1.0 million 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 March 31, 2000, AVF held 14 equity investments,  of which four
consisted of owning more than 5% of the  investee's  outstanding  capital stock.
AVF owns more than 38% 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  positions  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.  Securities
owned and securities  sold,  not yet purchased as of March 31, 2000,  consist of
the following (in 000's):

                                        5


<PAGE>



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

Marketable equity securities:
  Portfolio positions of
     greater than 5% of
     outstanding common stock:
        Cortech, Inc.                       $ 5,355             $    -
        Gish Biomedical, Inc.                 1,262                  -
        Golf Rounds.com, Inc.                   455                  -
        General Devices, Inc.                    51                  -
  All other portfolio positions               2,775                236
  Held for resale to customers                  147                  -
Mutual funds                                     39                  -
                                            -------             ------
Fair value                                  $10,084             $  236
                                            =======             ======

     Securities  owned which are not valued at listed market prices at March 31,
2000 amounted to $7,072,000.

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

     The components of income tax expense are as follows:

                                                        ($000 Omitted)
                                                  Three Months Ended March 31,
                                                 -----------------------------
                                                  2000                   1999
                                                 ------                 ------

         Federal-Current                          $  -                   $  -
         State-Current                               3                     14
         Deferred                                    -                      -
                                                  ----                   ----

         Total                                    $  3                   $ 14
                                                  ====                   ====


















                                        6


<PAGE>




     Total income tax expense for the three months ended March 31, 2000 and 1999
are 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:

                                                              ($000 Omitted)
                                                            Three Months Ended
                                                                  March 31,
                                                           --------------------
                                                            2000          1999
                                                           ------        ------
Income tax expense computed at
   statutory rates on total earnings
      before income taxes                                  $ 463         $  89
Increase (decrease) in tax from:
   Valuation allowance on net operating
      loss carryforward                                   (  463)       (   89)
   State income tax, net of Federal benefit                    3            14
                                                           -----         -----

      Total tax expense                                    $   3         $  14
                                                           =====         =====



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 open arbitrations  which were open at December 31, 1999.
These  settlements did not have any material  adverse effect on the consolidated
financial   statements   of  the  Company.   Currently   there  are  no  pending
arbitrations.

6.   Pending 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. In April  2000,Wincap's  stockholders  negotiated a definitive
agreement for the sale. The sale is contingent upon regulatory approval.

                                        7


<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 an original  maturity of ninety days or less) of $3.2
million and securities  owned of $10.1 million at March 31, 2000.  Substantially
all securities are owned by AVF.  Securities carried at fair value of $7,072,000
were valued based on managements  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 used in  operations  was  $631,000 in the three months ended March
31,  2000  compared  to net  cash  used in  operations  of $2.2  million  in the
comparable  period of 1999.  Net cash used in  operations  for the three  months
ended March 31, 2000 decreased from the  comparable  period in 1999  principally
from the  change in  securities  owned and the  change  in the  receivable  from
clearing  broker.  The  increase  in net  income  in the first  quarter  of 2000
compared  to the first  quarter of 1999 was  offset by the change in  unrealized
gains on securities owned over the same periods.  Unrealized gains on securities
owned are included in the results of  operations  but do not generate cash flows
from operations.

     Net cash used in financing  activities of $167,000 and $10,000 in the three
month periods ended March 31, 2000 and 1999, respectively,  was comprised of the
purchase of Company common stock, which was subsequently  retired,  and payments
on the mortgage loan collateralized by the Company's  headquarters  building. In
February 2000 the Company  announced that it would purchase up to 200,000 shares
of the Company's  common stock at prices deemed  favorable  from time to time in
the open  market  or in  privately  negotiated  transactions  subject  to market
conditions,  the  Company's  financial  position and other  considerations.  The
Company believes that its liquidity is sufficient for future operations.

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

     The  Company  had net  income of  $1,359,000,  or $.72  basic  and  diluted
earnings per share,  for the three  months ended March 31, 2000  compared to net
income of  $248,000  or $.12  basic and  diluted  earnings  per  share,  for the
comparable quarter in 1999.

                                        8


<PAGE>




     Total  brokerage  income  (consisting  of brokerage  commissions,  fees and
trading  gains) for the three  months  ended March 31, 2000 was  $2,101,000,  an
increase of $1,333,000,  or 174%, from approximately  $768,000 in the comparable
1999 period.  Brokerage  expenses  (including  all fixed and variable  expenses)
increased by $784,000,  or 152%,  from  $516,000 in the quarter  ended March 31,
1999,  to  $1,300,000  for the three months ended March 31, 2000.  Net brokerage
income was  $801,000  for the three months ended March 31, 2000 and $252,000 for
the same period in 1999, an increase of $549,000 or 218%.

     The increase in brokerage  commission  income,  principal trading gains and
total  brokerage  expense for the quarter  ended March 31, 2000  compared to the
comparable quarter 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.

     Net  investing  gains were  $840,000  for the three  months ended March 31,
2000,  compared to net investing gains of $455,000 for the comparable  period in
1999.  The  increase in net  investing  gains from the three month  period ended
March 31, 2000 to the comparable  period in 1999 reflected the  appreciation  in
investment   valuation  of  portfolio  positions  and  the  increased  level  of
investment activity.

     Interest, dividend and other income was $249,000 for the three months ended
March 31, 2000,  compared to $196,000 for the three months ended March 31, 1999.
This  increase was a result of dividend  income offset by a decrease in interest
received due to lower invested balances of the Company's cash equivalents.

     General,  administrative  and other expenses were $429,000 and $577,000 for
the quarters ended March 31, 2000 and 1999, respectively, a decrease of $148,000
or 26%. This decrease is principally due to a reduction in personnel expense and
a reduction in bonus expense accrual.

                                        9


<PAGE>




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

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

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

     (27).      Financial Data Schedule for the three months ended
                March 31, 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.

                                       10


<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:  May 12, 2000                          By: /s/ John W. Galuchie, Jr.
                                                  -------------------------
                                                  John W. Galuchie, Jr.
                                                  Executive Vice President