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, 2003
                                             -------------

                                       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, 2003, the issuer had 1,639,748 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
                                  JUNE 30, 2003
                                   (UNAUDITED)
                                 ($000 Omitted)

ASSETS
------

Cash and cash equivalents                                             $  2,492
Securities owned                                                         7,312
Receivable from clearing broker                                            308
Property and equipment:
  Land and building                                                      1,447
  Office furniture and equipment                                           283
                                                                      --------
                                                                         1,730
  Accumulated depreciation                                           (     725)
                                                                      --------
  Net property and equipment                                             1,005
                                                                      --------
Other assets                                                                60
                                                                      --------
    Total assets                                                      $ 11,177
                                                                      ========

LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------

Liabilities:
Securities sold not yet purchased                                     $     10
Accounts payable and accrued expenses                                    1,312
Mortgage payable                                                           665
Accrual for previously discontinued operations                             166
                                                                      --------
    Total liabilities                                                    2,153
                                                                      --------
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; 1,649,348 outstanding                                 165
Additional paid-in capital                                              13,592
Accumulated deficit                                                  (   4,733)
                                                                      --------
    Total stockholders' equity                                           9,024
                                                                      --------
    Total liabilities and stockholders' equity                        $ 11,177
                                                                      ========



     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,
                                                      --------------------
                                                        2003        2002
                                                      --------    --------

Revenues:
  Brokerage commissions and fees                       $ 1,399    $   300
  Principal transactions:
    Trading                                                 74        173
    Investing gains (losses)                               339   (    348)
  Management fee income                                     57         46
  Interest, dividends and other                            138        115
                                                       -------    -------
      Total revenues                                     2,007        286
                                                       -------    -------
Expenses:
  Brokerage                                                826        316
  General, administrative and other                        477        441
  Interest                                                  14         80
                                                       -------    -------
      Total expenses                                     1,317        837
                                                       -------    -------

Income (loss) before income taxes                          690   (    551)
Provision for income taxes                                  21          2
                                                       -------    -------
Net income (loss)                                      $   669   ($   553)
                                                       =======    =======
Basic and diluted net income (loss)
  per common share                                     $   .41   ($   .33)
                                                       =======    =======
Weighted average number of common
  shares outstanding (in 000's)                          1,651      1,680
                                                       =======    =======










     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,
                                                       ----------------------
                                                         2003          2002
                                                       --------      --------

Revenues:
  Brokerage commissions and fees                       $ 1,777        $   504
  Principal transactions:
    Trading                                                 97            242
    Investing gains (losses)                               213       (    605)
  Management fee income                                    114             92
  Interest, dividends and other                            206            331
                                                       -------        -------
      Total revenues                                     2,407            564
                                                       -------        -------
Expenses:
  Brokerage                                              1,085            524
  General, administrative and other                        942            868
  Interest                                                  30            150
                                                       -------        -------
      Total expenses                                     2,057          1,542
                                                       -------        -------

Income (loss) before income taxes                          350       (    978)
Provision for income taxes                                  20              5
                                                       -------        -------
Net income (loss)                                      $   330       ($   983)
                                                       =======        =======

Basic and diluted net income (loss)
  per common share                                     $   .20       ($   .58)
                                                       =======        =======

Weighted average number of common
  shares outstanding (in 000's)                          1,654          1,684
                                                       =======        =======










     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,
                                                          --------------------
                                                            2003        2002
                                                          --------    --------

Cash flows from operating activities:
  Net income (loss)                                       $   330    ($   983)
  Adjustments to reconcile net
   earnings to net cash provided by
   (used in) operating activities:
      Depreciation and amortization                            19          21
      Change in unrealized gains and
       losses on securities owned                        (    704)        687
  Change in operating assets and liabilities:
    Change in securities owned                              2,368    (  2,086)
    Change in receivable from
     clearing broker                                     (    201)        381
    Change in accounts payable and
     accrued expenses                                         416    (     52)
    Other, net                                           (     23)   (     16)
                                                          -------     -------
    Net cash provided by (used in)
     operating activities                                   2,205    (  2,048)
                                                          -------     -------

Cash flows from investing activities-
  Purchase of property and equipment                     (      2)   (      1)
                                                          -------     -------

Cash flows from financing activities:
  Purchase of common stock                               (     34)   (     45)
  Payments on debt                                       (      5)   (      5)
                                                          -------     -------
    Net cash used in financing
     activities                                          (     39)   (     50)
                                                          -------     -------

Net increase (decrease) in cash and cash
  equivalents                                               2,164    (  2,099)
Cash and cash equivalents at beginning of period              328       3,570
                                                          -------     -------
Cash and cash equivalents at end of period                $ 2,492     $ 1,471
                                                          =======     =======

Supplemental disclosure of cash flow
 information:
   Cash paid for:
     Interest                                             $    30     $   150
                                                          =======     =======
     Taxes                                                $     2     $     5
                                                          =======     =======


     See accompanying notes to condensed consolidated financial statements.

                                       5


<PAGE>

                 KENT FINANCIAL SERVICES, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                             JUNE 30, 2003 AND 2002
                                   (Unaudited)

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

     The  accompanying  unaudited  consolidated  financial  statements  of  Kent
Financial  Services,  Inc. and subsidiaries  (the "Company") as of June 30, 2003
and for the three and six month  periods  ended June 30, 2003 and 2002,  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, 2002 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, 2003 and 2002 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,
2003, Winston had net capital, as defined, of approximately $512,000,  which was
approximately $412,000 in excess of the required minimum.


                                       6

<PAGE>

     The Company also invests through its wholly-owned  subsidiary,  Asset Value
Fund Limited  Partnership  ("AVF").  AVF principally selects investments using a
value based approach.  At June 30, 2003, AVF owned more than 5% of the following
securities:

                                                                   Percentage
Security                    Description of Business                Ownership
--------                    -----------------------                ---------

Cortech, Inc.               Manages its technology portfolio          45%
                            and is seeking an acquisition of
                            an operating business

General Devices, Inc.       Seeks to acquire an operating             38%
                            business

Dewey Electronics Corp      Manufactures electronic and               10%
                            eletromechanical devices for
                            the military

Star Buffet, Inc.           Operates restaurants                       9%

GolfRounds.com, Inc.        Seeks to acquire an operating              5%
                            business

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, 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.









                                       7

<PAGE>

     Securities owned as of June 30, 2003, consist of the following (in 000's):

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

Marketable equity securities:
  Portfolio positions of greater than 5% of
   outstanding common stock:
       Cortech, Inc.(1,605,000 shares)               $ 5,216          -
       Star Buffet, Inc. (250,000 shares)                587          -
       Dewey Electronics Corp (139,800 shares)           517          -
       General Devices, Inc.(866,558 shares)             139          -
       Golf Rounds.com, Inc.(189,600 shares)              99          -
  All other portfolio positions                          606          -
  Held for resale to customers                           148         10
                                                     -------       ----
       Fair value                                    $ 7,312       $ 10
                                                     =======       ====

     Securities  owned which are not valued at listed  market prices at June 30,
2003 amounted to $5,454,000.

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

     The  components  of income tax expense  for the three and six months  ended
June 30, 2003 and 2002 are as follows ($000 Omitted):

                                          Three Months         Six Months
                                         Ended June 30,       Ended June 30,
                                         --------------       --------------
                                          2003    2002         2003    2002
                                          ----    ----         ----    ----

Federal-Current                           $  -    $  -         $  -    $  -
State-Current                               21       2           20       5
Deferred                                     -       -            -       -
                                          ----    ----         ----    ----

Total                                     $ 21    $  2         $ 20    $  5
                                          ====    ====         ====    ====









                                       8

<PAGE>

     Total  income tax expense for the three and six months  ended June 30, 2003
and 2002 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,
                                           --------------        --------------
                                            2003    2002          2003    2002
                                            ----    ----          ----    ----

Income tax expense (benefit) computed at
  statutory rates on total earnings
    before income taxes                    $ 235   ($ 187)       $ 119   ($ 333)
Increase (decrease) in tax from
  Valuation allowance on net
    operating loss carryforward           (  235)     187       (  119)     333
State income tax, net of Federal
    benefit                                   21        2           20        5
                                           -----    -----        -----    -----

      Total                                $  21    $   2        $  20    $   5
                                           =====    =====        =====    =====

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

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

     In March 2001,  the Board of Directors  approved a plan to repurchase up to
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").  As of June 30,  2003,  47,839  shares  under  the 2001  Plan  have been
repurchased,  canceled  and  returned to the status of  authorized  but unissued
shares.

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

     A management  fee of $19,000 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>

7.   Subsequent Event
     ----------------

     On August 20,  2003,  effective  July 31,  2003,  the  Company  sold 60% of
Winston the Company's  brokerage  affiliate to two  executives  of Winston.  The
terms of the sale were negotiated on an arms length basis. The Company will have
no management responsibility for Winston in the future but will be entitled to a
40% distributive share of Winston's profits as defined by the Agreement,  a copy
is  attached.  Winston is  required  to  receive  regulatory  approval  from the
National Association of Securities Dealers, Inc., for the change in control.

     Presented  below is a pro forma  balance sheet of the Company had the above
described transaction been effective as of June 30, 2003 ($000 omitted):

ASSETS
------

Cash and cash equivalents                                           $  2,061
Securities owned                                                       7,164
Receivable from broker                                                   129
Investment in T.R. Winston                                               200
Fixed assets, net                                                      1,002
Other assets                                                              20
                                                                    --------
      Total assets                                                  $ 10,576
                                                                    ========

LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------

Accounts payable and accrued expenses                               $    771
Mortgage payable                                                         665
Put option liability                                                     390
Accrual for previously discontinued operations                           166
                                                                    --------
      Total liabilities                                                1,992
                                                                    --------

Contingent liabilities

Stockholders' equity:
Preferred stock                                                            -
Common stock                                                             165
Additional paid-in capital                                            13,592
Accumulated deficit                                                (   4,783)
Deferred compensation                                              (     390)
                                                                    --------
      Total stockholders' equity                                       8,584
                                                                    --------
      Total liabilities and stockholders' equity                    $ 10,576
                                                                    ========



















                                       10

<PAGE>

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

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

     Kent Financial Services, Inc. (the "Company") had cash and cash equivalents
(U.S.  Treasury  bills  with  original  maturities  of  ninety  days or less) of
approximately $2.5 million and securities owned of approximately $7.3 million at
June 30, 2003. Substantially all securities are owned by AVF. Securities carried
at fair value of $5,454,000 were valued based on management's  estimates.  These
securities  are subject to a high degree of volatility and may be susceptible to
significant  fluctuation in the near term. The remainder of the securities owned
are valued at quoted market prices.

     Net cash provided by operations was $2,205,000 in the six months ended June
30, 2003 compared to net cash used in operations of approximately  $2,048,000 in
the  comparable  period of 2002.  Net cash  provided by  operations  for the six
months  ended  June 30,  2003  increased  from  the  comparable  period  in 2002
principally  from the change in  securities  owned and by the change  from a net
loss to net  income  offset  by  changes  in  unrealized  gains  and  losses  on
securities owned.

     Net cash used in  financing  activities  of $39,000  and $50,000 in the six
month periods ended June 30, 2003 and 2002,  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  recorded  net income of  $669,000,  or $.41 basic and diluted
earnings per share,  for the three months ended June 30, 2003  compared to a net
loss of $553,000 or $.33 basic and diluted  loss per share,  for the  comparable
quarter in 2002.  For the six months  ended  June 30,  2003,  the net income was
$330,000 or $.20 basic and diluted earnings per share, compared to a net loss of
$983,000 or $.58 basic and diluted loss per share, for the comparable  period in
2002.

     Total  brokerage  income  (consisting  of brokerage  commissions,  fees and
trading  gains) for the three  months  ended June 30,  2003 was  $1,473,000,  an
increase of $1,000,000,  or 211%,  from $473,000 in the comparable  2002 period.
Total brokerage  income was $1,874,000 for  the six months  ended June 30, 2003,




                                       11

<PAGE>

an increase of  $1,128,000  or 151% from $746,000 for the six month period ended
June 30, 2002.  Brokerage  expenses  (including all fixed and variable expenses)
increased  by $510,000,  or 161%,  from  $316,000 in the quarter  ended June 30,
2002, to $826,000 in the quarter  ended June 30, 2003.  For the six months ended
June 30, 2003,  brokerage expenses were $1,085,000  compared to $524,000 for the
comparable  period in the prior year,  an  increase  of  $561,000  or 107%.  Net
brokerage  income of $647,000 for the three months ended June 30, 2003 increased
$490,000 or 312% from  $157,000  for the same period in 2002.  For the six month
period ended June 30,  2003,  net  brokerage  income was  $789,000,  compared to
$222,000  for the six months  ended June 30,  2002,  an  increase of $567,000 or
255%.

     During 2003,  Winston acted as placement  agent for a real estate  exchange
program,  which was  completed in May 2003,  and  received  fees of $195,000 and
$1,128,120 during the first and second quarters of 2003,  respectively.  No such
fees were received during the first or second quarters of 2002.  These placement
fees also  accounted  for the increase in brokerage  commissions  and  brokerage
expense for the first and second quarters in 2003 compared to 2002.

     Net investing gains were $339,000 and $213,000 for the three and six months
ended  June  30,  2003,  respectively,  compared  to  net  investing  losses  of
($348,000) and ($605,000) for the comparable  periods in 2002. The net investing
gains for the three  months  ended  June 30,  2003  related  to an  increase  of
$741,000 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 $402,000.

     Net  investing  gains  for the six  months  ended  June  30,  2003  related
primarily  to an  increase  of  approximately  $510,000  in the  fair  value  of
portfolio  positions  in which the Company owns greater than five percent of the
common stock  outstanding.  This increase offset by net realized losses in other
securities held accounted for the six month investing gains.

     Management  fees of $19,000 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  $138,000  and $206,000 for the
three and six months ended June 30, 2003, respectively, compared to $115,000 and
$331,000 for the three and six months ended June 30, 2002,  respectively.  These
changes were the result of the receipt of a $100,000  investment  banking fee in
April  2003  offset  by lower  interest  income  earned  due to lower  available
interest rates on the Company's cash equivalents.








                                       12

<PAGE>

     General and  administrative  expenses  were  $477,000  and $441,000 for the
quarters ended June 30, 2003 and 2002,  respectively,  an increase of $36,000 or
8%. This increase was due  principally to expenses  incurred in 2003  associated
with the real estate exchange program.

     For the six  month  periods  ended  June 30,  2003 and  2002,  general  and
administrative expenses were $942,000 and $868,000 respectively,  an increase of
$74,000 or 9%. This increase was due  principally  to expenses  incurred in 2003
associated with the real estate exchange program.

Item 3.  -  Controls and Procedures
-------     -----------------------

     Within the 90-day  period prior to the filing of 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-14(c)  and 15d-14
under the  Securities  Exchange  Act of 1934).  Based upon and as of the date of
that  evaluation,  the  Chief  Executive  Officer  and Chief  Financial  Officer
concluded  that the  design  and  operation  of these  disclosure  controls  and
procedures  are effective.  There were no  significant  changes in the Company's
internal  controls or in other  factors  that could  significantly  affect these
internal controls subsequent to the date of their evaluation.


















                                       13

<PAGE>

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

Item 6.     Exhibits and Reports on Form 8-K
-------     --------------------------------
(a)         Exhibits

            10.4     Amended and Restated Limited Liability Company Agreement of
                     T. R. Winston & Company, LLC

            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

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

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


























                                       14

<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 21, 2003                   By: /s/ John W. Galuchie, Jr.
                                             -------------------------
                                             John W. Galuchie, Jr.
                                             Executive Vice President
































                                       15

<PAGE>

                                                                    EXHIBIT 31.1
                      CERTIFICATION PURSUANT TO SECTION 302
                        OF THE SARBANES-OXLEY ACT OF 2002

I, Paul O. Koether, certify that:

1.   I have  reviewed  this  quarterly  report on Form 10-QSB of Kent  Financial
     Services, Inc.;

2.   Based on my knowledge, this report does not contain any untrue statement of
     a material  fact or omit to state a  material  fact  necessary  to make the
     statements made, in light of the circumstances  under which such statements
     were made,  not  misleading  with  respect  to the  period  covered by this
     report;

3.   Based on my  knowledge,  the  financial  statements,  and  other  financial
     information  included  in  this  report,  fairly  present  in all  material
     respects the financial  condition,  results of operations and cash flows of
     the registrant as of, and for, the periods presented in this report;

4.   The  registrant's  other  certifying  officer  and  I are  responsible  for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules  13a-15(e) and 15d-15(e))  and internal  control over
     financial  reporting  (as  defined  in  Exchange  Act Rules  13a-15(f)  and
     15d-15(f)) for the registrant and have:

     a)   designed  such  disclosure  controls  and  procedures,  or caused such
          disclosure   controls  and   procedures  to  be  designed   under  our
          supervision,  to ensure  that  material  information  relating  to the
          registrant,  including its consolidated subsidiaries, is made known to
          us by others within those entities,  particularly during the period in
          which this report is being prepared;

     b)   designed such internal  control over  financial  reporting,  or caused
          such internal  control over  financial  reporting to be designed under
          our  supervision,   to  provide  reasonable  assurance  regarding  the
          reliability  of financial  reporting and the  preparation of financial
          statements for external purposes in accordance with generally accepted
          accounting principles;

     c)   evaluated the  effectiveness of the registrant's  disclosure  controls
          and procedures and presented in this report our conclusions  about the
          effectiveness of the disclosure controls and procedures, as of the end
          of the period covered by this report based on such evaluation; and

     d)   disclosed  in this  report  any  change in the  registrant's  internal
          control over financial reporting that occurred during the registrant's
          most recent fiscal quarter (the registrant's  fourth fiscal quarter in
          the case of an annual  report)  that has  materially  affected,  or is
          reasonably  likely to materially  affect,  the  registrant's  internal
          control over financial reporting; and

5.   The registrant's  other certifying  officer and I have disclosed,  based on
     our most recent evaluation of internal control over financial reporting, to
     the registrant's  auditors and the audit committee of registrant's board of
     directors (or persons performing the equivalent functions):

     a)   all significant  deficiencies and material weaknesses in the design or
          operation  of internal  control  over  financial  reporting  which are
          reasonably  likely to  adversely  affect the  registrant's  ability to
          record, process, summarize and report financial information; and

     b)   any fraud, whether or not material,  that involves management or other
          employees who have a  significant  role in the  registrant's  internal
          control over financial reporting.

August 21, 2003                                     /s/ PAUL O. KOETHER
                                                    ---------------------------
                                                    Paul O. Koether
                                                    Chairman and President

<PAGE>
                                                                    EXHIBIT 31.2
                      CERTIFICATION PURSUANT TO SECTION 302
                        OF THE SARBANES-OXLEY ACT OF 2002

I, John W. Galuchie, Jr., certify that:

1.   I have  reviewed  this  quarterly  report on Form 10-QSB of Kent  Financial
     Services, Inc.;

2.   Based on my knowledge, this report does not contain any untrue statement of
     a material  fact or omit to state a  material  fact  necessary  to make the
     statements made, in light of the circumstances  under which such statements
     were made,  not  misleading  with  respect  to the  period  covered by this
     report;

3.   Based on my  knowledge,  the  financial  statements,  and  other  financial
     information  included  in  this  report,  fairly  present  in all  material
     respects the financial  condition,  results of operations and cash flows of
     the registrant as of, and for, the periods presented in this report;

4.   The  registrant's  other  certifying  officer  and  I are  responsible  for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules  13a-15(e) and 15d-15(e))  and internal  control over
     financial  reporting  (as  defined  in  Exchange  Act Rules  13a-15(f)  and
     15d-15(f)) for the registrant and have:

     a)   designed  such  disclosure  controls  and  procedures,  or caused such
          disclosure   controls  and   procedures  to  be  designed   under  our
          supervision,  to ensure  that  material  information  relating  to the
          registrant,  including its consolidated subsidiaries, is made known to
          us by others within those entities,  particularly during the period in
          which this report is being prepared;

     b)   designed such internal  control over  financial  reporting,  or caused
          such internal  control over  financial  reporting to be designed under
          our  supervision,   to  provide  reasonable  assurance  regarding  the
          reliability  of financial  reporting and the  preparation of financial
          statements for external purposes in accordance with generally accepted
          accounting principles;

     c)   evaluated the  effectiveness of the registrant's  disclosure  controls
          and procedures and presented in this report our conclusions  about the
          effectiveness of the disclosure controls and procedures, as of the end
          of the period covered by this report based on such evaluation; and

     d)   disclosed  in this  report  any  change in the  registrant's  internal
          control over financial reporting that occurred during the registrant's
          most recent fiscal quarter (the registrant's  fourth fiscal quarter in
          the case of an annual  report)  that has  materially  affected,  or is
          reasonably  likely to materially  affect,  the  registrant's  internal
          control over financial reporting; and

5.   The registrant's  other certifying  officer and I have disclosed,  based on
     our most recent evaluation of internal control over financial reporting, to
     the registrant's  auditors and the audit committee of registrant's board of
     directors (or persons performing the equivalent functions):

     a)   all significant  deficiencies and material weaknesses in the design or
          operation  of internal  control  over  financial  reporting  which are
          reasonably  likely to  adversely  affect the  registrant's  ability to
          record, process, summarize and report financial information; and

     b)   any fraud, whether or not material,  that involves management or other
          employees who have a  significant  role in the  registrant's  internal
          control over financial reporting.

August 21, 2003                          /s/ JOHN W. GALUCHIE, JR.
                                         ----------------------------------
                                         John W. Galuchie, Jr.
                                         Executive Vice President and Treasurer

<PAGE>
                                                                      Exhibit 32

     CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Pursuant to Section 906 of the Public  Company  Accounting  Reform and  Investor
Protection  Act of 2002 (18 U.S.C.  1350,  as  adopted),  Paul O.  Koether,  the
Chairman and President of Kent Financial  Services,  Inc., (the "Company"),  and
John W. Galuchie, Jr., the Executive Vice President and Treasurer of the Company
each hereby certifies that, to the best of their knowledge:

     1.   The  Company's  Quarterly  Report on Form 10-QSB for the period  ended
          June 30, 2003, to which this  Certification  is attached as Exhibit 32
          (the  "Periodic  Report"),  fully  complies with the  requirements  of
          Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934,
          as amended;

          and

     2.   The information  contained in the Periodic Report fairly presents,  in
          all material respects,  the financial  condition of the Company at the
          end of the  period  covered  by the  Periodic  Report  and  results of
          operations  of the  Company  for the period  covered  by the  Periodic
          Report.



Dated:    August 21, 2003



/s/ Paul O. Koether
--------------------------------
Paul O. Koether
Chairman and President



/s/ John W. Galuchie, Jr.
--------------------------------
John W. Galuchie, Jr.
Executive Vice President and Treasurer