U.S. SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

(Mark One)

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

     For the quarterly period ended: June 30, 2002
                                     -------------

                                       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 July 31, 2002, the issuer had 1,669,171 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
                      CONDENSED CONSOLIDATED BALANCE SHEET
                                   (UNAUDITED)
                                 ($000 Omitted)



                                                                 June 30,
Assets                                                             2002
------                                                             ----

Cash and cash equivalents                                       $  1,471
Securities owned                                                   8,968
Receivable from clearing broker                                      170
Property and equipment:
  Land and building                                                1,447
  Office furniture and equipment                                     279
                                                                --------
                                                                   1,726
  Accumulated depreciation                                     (     685)
                                                                --------
  Net property and equipment                                       1,041
                                                                --------
Other assets                                                          48
                                                                --------
    Total assets                                                $ 11,698
                                                                ========

Liabilities and stockholders' equity
------------------------------------

Liabilities:
Accounts payable and accrued expenses                          $  1,266
Mortgage payable                                                    675
Accrual for previously discontinued operations                      211
                                                               --------
    Total liabilities                                             2,152
                                                               --------

Contingent liabilities

Stockholders' equity:

Preferred stock without par value, 500,000
  shares authorized; none outstanding                                -
Common stock, $.10 par value, 4,000,000
  shares authorized; 1,677,171 outstanding                         168
Additional paid-in capital                                      13,683
Accumulated deficit                                          (   4,305)
                                                              --------
    Total stockholders' equity                                   9,546
                                                              --------
    Total liabilities and stockholders' equity                $ 11,698
                                                              ========










     See accompanying notes to condensed consolidated financial statements.


                                        2

<PAGE>

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



                                                      Three Months Ended
                                                           June 30,
                                                      ------------------
                                                        2002      2001
                                                        ----      ----

Revenues:
  Brokerage commissions                               $  300    $  384
  Principal transactions:
    Trading                                              173        84
    Investing gains (losses)                         (   348)      122
  Management fee income                                   46        46
  Interest, dividends and other                          115       167
                                                      ------    ------
      Total revenues                                     286       803
                                                      ------    ------
Expenses:
  Brokerage                                              316       354
  General, administrative and other                      441       560
  Interest                                                80        96
                                                      ------    ------
      Total expenses                                     837     1,010
                                                      ------    ------

Loss before income taxes                             (   551)  (   207)
Provision for income taxes                                 2         2
                                                      ------    ------
Net loss                                             ($  553)  ($  209)
                                                      ======    ======

Basic and diluted net loss
  per common share                                   ($  .33)  ($  .12)
                                                      ======    ======

Weighted average number of common
  shares outstanding (in 000's)                        1,680     1,737
                                                      ======    ======



















     See accompanying notes to condensed consolidated financial statements.


                                        3
<PAGE>


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



                                                         Six Months Ended
                                                             June 30,
                                                         ----------------
                                                          2002      2001
                                                          ----      ----

Revenues:
  Brokerage commissions                                 $  504    $  713
  Principal transactions:
    Trading                                                242       241
    Investing gains (losses)                           (   605)      676
  Management fee income                                     92        92
  Interest, dividends and other                            331       402
                                                        ------    ------
      Total revenues                                       564     2,124
                                                        ------    ------
Expenses:
  Brokerage                                                524       697
  General, administrative and other                        868       989
  Interest                                                 150       214
                                                        ------    ------
      Total expenses                                     1,542     1,900
                                                        ------    ------

Earnings (loss) before income taxes                    (   978)      224
Provision for income taxes                                   5         3
                                                        ------    ------
Net earnings (loss)                                    ($  983)   $  221
                                                        ======    ======

Basic and diluted net earnings (loss)
    per common share                                   ($  .58)   $  .13
                                                        ======    ======

Weighted average number of common
  shares outstanding (in 000's)                          1,684     1,751
                                                        ======    ======


















     See accompanying notes to condensed consolidated financial statements.


                                        4


<PAGE>

                 KENT FINANCIAL SERVICES, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
                                 ($000 Omitted)
                                                          Six Months Ended
                                                              June 30,
                                                          ----------------
                                                           2002      2001
                                                           ----      ----

Cash flows from operating activities:
  Net earnings (loss)                                   ($  983)   $  221
  Adjustments to reconcile net
    earnings to net cash provided by
    (used in) operating activities:
      Depreciation and amortization                          21        27
      Change in unrealized gains and
        losses on securities owned                          687   (   683)
      Provision for non-marketable investments                -       123
  Change in operating assets and liabilities:
    Change in securities owned                          ( 2,086)    1,135
    Change in receivable from
      clearing broker                                       381   (   117)
    Change in accounts payable and
      accrued expenses                                  (    52)  (   162)
    Other, net                                          (    16)  (    68)
                                                         ------    ------
    Net cash provided by (used in)
      operating activities                              ( 2,048)      476
                                                         ------    ------

Cash flows from investing activities-
  Purchase of property and equipment                    (     1)  (     4)
                                                         ------    ------

Cash flows from financing activities:
  Purchase of common stock                              (    45)  (   272)
  Payments on debt                                      (     5)  (     5)
                                                         ------    ------
    Net cash used in financing
      activities                                        (    50)  (   277)
                                                         ------    ------

Net increase (decrease) in cash and
  cash equivalents                                      ( 2,099)      195
Cash and cash equivalents at
  beginning of period                                     3,570     3,812
                                                         ------    ------
Cash and cash equivalents at end of
  period                                                 $1,471    $4,007
                                                         ======    ======

Supplemental disclosure of cash flow information:
    Cash paid for:
      Interest                                           $  150    $  214
                                                         ======    ======
      Taxes                                              $    5    $   18
                                                         ======    ======






     See accompanying notes to condensed consolidated financial statements.


                                        5


<PAGE>

                 KENT FINANCIAL SERVICES, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                             JUNE 30, 2002 AND 2001
                                   (Unaudited)


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

     The  accompanying  unaudited  consolidated  financial  statements  of  Kent
Financial  Services,  Inc. and subsidiaries  (the "Company") as of June 30, 2002
and for the three and six month  periods  ended June 30, 2002 and 2001,  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
year-end  consolidated  financial  statements and notes thereto  included in the
Company's  Annual Report on Form 10-KSB for the year ended  December 31, 2001 as
filed with the Securities and Exchange Commission.

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

     The results of  operations  for the three and six month  periods ended June
30, 2002 and 2001 are not  necessarily  indicative of the results to be expected
for the entire year or for any other period.


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 June 30,
2002, Winston had net capital, as defined, of approximately $283,000,  which was
approximately $183,000 in excess of the required minimum.






                                        6


<PAGE>

     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 June 30, 2002, AVF held 16 equity  investments,  of which six
consisted of owning more than 5% of the  investee's  outstanding  capital stock.
AVF  owns  approximately  43%  of  Cortech,  Inc.,  a  company  supervising  the
exploitation of its technology by third parties and also seeking a new business;
33% of General  Devices,  Inc., a non-operating  company seeking a new business;
16% of Gish  Biomedical,  Inc., a manufacturer of medical  devices;  9% of Dewey
Electronics  Corporation,  a company engaged in the  manufacturing of electronic
and  eletromechanical  systems for the  military;  9% of Star  Buffet,  Inc.,  a
company that is engaged in the restaurant  industry;  and 6% of  GolfRounds.com,
Inc., a non-operating company seeking a new business.

3.   Securities owned
     -----------------

     Securities owned consist of proprietary  trading  positions held for resale
to customers and portfolio positions held for capital appreciation, all 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 as of June 30, 2002, consist of the following (in 000's):



Marketable equity securities:
  Portfolio positions of greater than 5% of
    outstanding common stock:
        Cortech, Inc.(1,564,300 shares)                            $ 5,178
        Star Buffet, Inc. (255,000 shares)                             719
        Dewey Electronics Corporation (126,700 shares)                 550
        Gish Biomedical, Inc.(590,400 shares)                          175
        General Devices, Inc.(691,558 shares)                          138
        Golf Rounds.com, Inc.(189,600 shares)                          120
  All other portfolio positions                                      2,060
  Held for resale to customers                                          28
                                                                   -------
        Fair value                                                 $ 8,968
                                                                   =======

     Securities  owned  which are valued at amounts  lower  than  listed  market
prices at June 30, 2002 amounted to $5,611,000.




                                        7



<PAGE>

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

     The  components  of income tax expense  for the three and six months  ended
June 30, 2002 and 2001 are as follows ($000 Omitted):


                                        Three Months          Six Months
                                       Ended June 30,       Ended June 30,
                                       --------------       --------------
                                        2002    2001         2002    2001
                                        ----    ----         ----    ----

Federal-Current                         $  -    $  -         $  -    $  -
State-Current                              2       2            5       3
Deferred                                   -       -            -       -
                                        ----    ----         ----    ----

Total                                   $  2    $  2         $  5    $  3
                                        ====    ====         ====    ====



     Total  income tax expense for the three and six months  ended June 30, 2002
and 2001 is different from the amounts  computed by  multiplying  total earnings
before income taxes by the statutory Federal income tax rate of 34%. The reasons
for these differences and the related tax effects are ($000 Omitted):


                                        Three Months          Six Months
                                       Ended June 30,       Ended June 30,
                                       --------------       --------------
                                        2002    2001         2002    2001
                                        ----    ----         ----    ----

Income tax expense computed at
  statutory rates on total earnings
    before income taxes                ($187)  ($ 70)       ($333)   $ 76
Increase (decrease) in tax from:
  Valuation allowance on net
    operating loss carryforward          187      70          333   (  76)
  State income tax, net of Federal
    Benefit                                2       2            5       3
                                        ----    ----         ----    ----

      Total                             $  2    $  2         $  5    $  3
                                        ====    ====         ====    ====




5. Capital Stock Activity
   ----------------------

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

     In February 2000 the Board of Directors approved a plan to repurchase up to
200,000 shares of the Company's  common stock at prices deemed  favorable in the
open  market  or  in  privately   negotiated   transactions  subject  to  market
conditions,  the Company's  financial position and other  considerations  ("2000
Plan").  During 2001,  all shares had been acquired under the 2000 Plan and have
been canceled and returned to the status of authorized but unissued shares.


                                        8



<PAGE>


     In March 2001,  the Board of Directors  approved a plan to repurchase up to
an  additional  150,000  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
("2001  Plan").  For the six months ended June 30, 2002 the Company  repurchased
11,636  shares  and  returned  these  shares  to the  status of  authorized  and
unissued.  These shares were repurchased under the 2001 Plan and the Company can
still repurchase approximately 129,500 shares under the 2001 Plan.

6.   Related Party Transactions
     --------------------------

     A management  fee of $15,200 per month is paid to the Company by affiliates
for management  services  performed by the Company on behalf of the  affiliates.
These services include corporate governance, financial management and accounting
services.




























                                        9


<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  original  maturities  of ninety  days  or less) of
approximately  $1.5 million and securities  owned of approximately $9 million at
June 30, 2002. Substantially all securities are owned by AVF. Securities carried
at fair value of $5,611,000 were valued based on management's  estimates.  These
securities  are subject to a high degree of volatility and may be susceptible to
significant  fluctuation in the near term. The remainder of the securities owned
are valued at quoted market prices.

     Net cash used in operations was $2,048,000 in the six months ended June 30,
2002 compared to net cash provided by  operations of  approximately  $476,000 in
the  comparable  period of 2001.  Net cash  provided by  operations  for the six
months  ended  June 30,  2002  decreased  from  the  comparable  period  in 2001
principally  from the  change in  securities  owned and by the  decrease  in net
income.  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 $50,000 and $277,000 in the six
month periods ended June 30, 2002 and 2001,  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.

     The  Company   believes  that  its  liquidity  is  sufficient   for  future
operations.


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

     The Company incurred a net loss of $553,000, or $.33 basic and diluted loss
per share,  for the three months  ended June 30, 2002  compared to a net loss of
$209,000 or $.12 basic and diluted loss per share, for the comparable quarter in
2001.  For the six months ended June 30, 2002, the net loss was $983,000 or $.58
basic and  diluted  loss per share,  compared  to net income of $221,000 or $.13
basic and diluted loss per share, for the comparable period in 2001.

     Total  brokerage  income  (consisting of brokerage  commissions and trading
gains) for the three  months  ended June 30, 2002 was  $473,000,  an increase of
$5,000,  or 1%, from $468,000 in the  comparable  2001 period.  Total  brokerage
income was  $746,000  for the six  months  ended June 30,  2002,  a decrease  of
$208,000 or 22% from  $954,000  for the six month  period  ended June 30,  2001.
Brokerage  expenses  (including  all fixed and variable  expenses)  decreased by
$38,000,  or 11%,  from $354,000 in the quarter ended June 30, 2001, to $316,000
in the quarter  ended June 30,  2002.  For the six months  ended June 30,  2002,
brokerage  expenses were $524,000 compared to $697,000 for the comparable period
in the prior  year,  a decrease  of $173,000  or 25%.  Net  brokerage  income of
$157,000 for the three months ended June 30, 2002 increased  $43,000 or 38% from


                                       10

<PAGE>

$114,000  for the same period in 2001.  For the six month  period ended June 30,
2002, net brokerage income was  $222,000,compared to $257,000 for the six months
ended June 30, 2001, a decrease of $35,000 or 14%.

     The decrease in total brokerage  income,  total  brokerage  expense and net
brokerage  income  for the six  months  ended  June  30,  2002  compared  to the
comparable period in 2001 was due to decreased  activity by the brokers employed
at T. R. Winston & Company,  Inc., which was consistent with the activity in the
equity markets in general.

     For the quarter ended June 30, 2002 net brokerage  income  increased due to
trading gains on principal  transactions  accounting for a greater percentage of
brokerage  revenues  in  comparison  to the  same  quarter  in  2001.  Principal
transactions carry lower clearing charges than agency or commission business.

     Net  investing  losses were  $348,000  and  $605,000  for the three and six
months ended June 30, 2002,  respectively,  compared to net  investing  gains of
$122,000 and  $676,000 for the  comparable  periods in 2001.  The net  investing
losses for the three  months  ended  June 30,  2002  related  to a  decrease  of
$326,000 in the fair value of  portfolio  positions  in which the  Company  owns
greater  than five  percent  of the  common  stock  outstanding  along  with net
realized and unrealized losses in other securities of approximately $22,000.

     Net  investing  losses  for the six  months  ended  June 30,  2002  related
primarily to a decrease of approximately $543,000 in the fair value of portfolio
positions  in which the Company  owns  greater  than five  percent of the common
stock  outstanding.  This decrease along with net realized and unrealized losses
in other  securities held of approximately  $62,000  accounted for the six month
investing losses.

     A management  fee of $15,200 per month is paid to the Company by affiliates
for management  services  performed by the Company on behalf of the  affiliates.
These services include corporate governance, financial management and accounting
services.

     Interest,  dividends  and other  income was  $115,000  and $331,000 for the
three and six months ended June 30, 2002, respectively, compared to $167,000 and
$402,000 for the three and six months ended June 30, 2001,  respectively.  These
decreases were the result of lower interest income earned due to lower available
interest rates on the Company's cash equivalents.

     General and  administrative  expenses  were  $441,000  and $560,000 for the
quarters ended June 30, 2002 and 2001,  respectively,  a decrease of $119,000 or
21%.  This  decrease was due  principally  to provisions in 2001 of $114,000 for
non-marketable  investments  included  in other  assets  and  greater  legal and
accounting fees.

     For the six  month  periods  ended  June 30,  2002 and  2001,  general  and
administrative  expenses were $868,000 and $989,000 respectively,  a decrease of
$121,000 or 12%.  This  decrease was due  principally  to  provisions in 2001 of
$123,000 for non-marketable  investments  included in other assets and increases
in  legal  and   accounting   fees  offset  by   decreases   in  various   other
administrative expenses.

                                       11



<PAGE>


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


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

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

        99.1 -  Certification  pursuant  to  18 U.S.C.  Section  1350 as adopted
        pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

   (b)  Reports on Form 8-K
        -------------------

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








































                                       12


<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: August 14, 2002                By: /s/ John W. Galuchie, Jr.
                                          -------------------------
                                          John W. Galuchie, Jr.
                                          Executive Vice President






































                                       13