**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**WASHINGTON,
      D.C. 20549**


**FORM
      10-QSB**





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





For
      the
      quarterly period ended:  June 30, 2007





OR





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





For
                the transition period from: ________ to
                ________.





Commission
      File No.: 1-7986





Kent
      Financial Services, Inc.


(Exact
      name of small business issuer as specified in its charter)





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





376
      Main Street, PO Box 74, Bedminster, NJ 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  o





Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Exchange Act).


Yes  o  No  x





**APPLICABLE
      ONLY TO ISSUERS INVOLVED IN BANKRUPTCY**


**PROCEEDINGS
      DURING THE PRECEDING FIVE YEARS**





Check
      whether the registrant filed all documents and reports required to be filed
      by
      Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities
      under a plan confirmed by a court.





Yes  o  No  o





**APPLICABLE
      ONLY TO CORPORATE ISSUERS**





State
      the
      number of shares outstanding of each of the issuer's classes of common equity
      as
      of the latest practicable date:  As of July 31, 2007, the issuer had
      2,792,250 shares of its common stock, par value $.10 per share,
      outstanding.





Transitional
                    Small Business Disclosure Format (check one).
                Yes  o  No  x









*Table
            of Contents*





**KENT
      FINANCIAL SERVICES, INC. AND SUBSIDIARIES**


**FORM
      10-QSB**


For
      The
      Quarterly Period Ended June 30, 2007


Table
      Of Contents





Page
                  Number**PART
                  I. FINANCIAL INFORMATION****Item
                  1.**
              **Financial
                  Statements**Consolidated
                  Balance Sheet as of June 30, 2007
              3Consolidated
                  Statement of Operations for the Three and Six Months Ended June
                  30, 2007
                  and 2006
              4Consolidated
                  Statement of Cash Flows Six Months Ended June 30, 2007 and
                  2006
              5Notes
                  to Consolidated Financial Statements
              6**Item
                  2.**
              **Management's
                  Discussion and Analysis of Financial Condition and Results of
                  Operations**
              12**Item
                  3.**
              **Controls
                  and Procedures**
              15**PART
                  II. OTHER INFORMATION****Item
                  1.**
              **Legal
                  Proceedings**16**Item
                  2.**
              **Unregistered
                  Sales of Equity Securities and Use of
                  Proceeds**16**Item
                  3**
              **Defaults
                  Upon Senior Securities**16**Item
                  4.**
              **Submission
                  of Matters to a Vote of Security
                  Holders**17**Item
                  5.**
              **Other
                  Information**17**Item
                  6.**
              **Exhibits****Signatures**
              18




2
 *Table
            of Contents*





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




**KENT
      FINANCIAL SERVICES, INC. AND SUBSIDIARIES**


CONSOLIDATED
      BALANCE SHEET


As
      of
      June 30, 2007


(UNAUDITED)


($000
      Omitted, except share and per share amounts)




ASSETSCurrent
                  Assets:Cash
                  and cash equivalents
              
              $
              291Short-term
                  investments
              
              
              12,540Marketable
                  securities
              
              
              120Accounts
                  receivable
              
              
              58Prepaid
                  expenses and other current assets
              
              
              50Total
                  current assets
              
              
              13,059Property
                  and equipment, net of accumulated depreciation of $7
              
              
              7Goodwill
              
              
              90Other
                  assets
              
              
              65Total
                  assets
              
              $
              13,221LIABILITIES
                  AND STOCKHOLDERS’ EQUITYCurrent
                  liabilities:Accounts
                  payable and accrued expenses
              
              $
              348Deferred
                  revenue
              
              
              18Total
                  current liabilities
              
              
              366Noncurrent
                  liabilities:Accrued
                  post employment obligations
              
              
              659Minority
                  interest in subsidiaries
              
              
              5,154Stockholders'
                  equity:Preferred
                  stock without par value;500,000
                  shares authorized;none
                  outstanding
              
              
              -Common
                  stock, $.10 par value;8,000,000
                  shares authorized;2,792,250
                  shares issued and outstanding
              
              
              279Additional
                  paid-in capital
              
              
              12,408Accumulated
                  deficit
              
              
              (5,646
              )Accumulated
                  other comprehensive income
              
              
              1Total
                  stockholders' equity
              
              
              7,042Total
                  liabilities and stockholders' equity
              
              $
              13,221






See
      accompanying notes to consolidated financial statements.




3
 *Table
          of Contents*




**KENT
      FINANCIAL SERVICES, INC. AND
      SUBSIDIARIES**


CONSOLIDATED
      STATEMENTS OF OPERATIONS


(UNAUDITED)


($000
      Omitted, except per share data)


Three
                  Months Ended
              
              
              Six
                  Months EndedJune
                  30,
              
              
              June
                  30,2007
              
              
              2006
              
              
              2007
              
              
              2006Revenues:Seminar
                  fees
              
              $
              124
              
              
              $
              116
              
              
              $
              231
              
              
              $
              167Interest
              
              
              157
              
              
              
              147
              
              
              
              316
              
              
              
              288Investing
                  gains (losses)
              
              
              7
              
              
              
              5
              
              
              
              7
              
              
              
              (11
              )Other
                  income
              
              
              19
              
              
              
              11
              
              
              
              120
              
              
              
              27Total
                  revenues
              
              
              307
              
              
              
              279
              
              
              
              674
              
              
              
              471Expenses:General
                  and administrative
              
              
              482
              
              
              
              474
              
              
              
              909
              
              
              
              874Write
                  off capitalized software costs
              
              
              38
              
              
              
              
              
              
              
              38Total
                  expenses
              
              
              520
              
              
              
              474
              
              
              
              947
              
              
              
              874Loss
                  before income taxes, minority interest and extraordinary
                  gain
              
              
              (213
              )
              
              
              (195
              )
              
              
              (273
              )
              
              
              (403
              )Provision
                  for income tax benefit (expense)
              
              
              10
              
              
              
              (6
              )
              
              
              
              
              
              
              (7
              )Loss
                  before minority interest and extraordinary gain
              
              
              (203
              )
              
              
              (201
              )
              
              
              (273
              )
              
              
              (410
              )Minority
                  interest in subsidiaries losses
              
              
              56
              
              
              
              25
              
              
              
              73
              
              
              
              59Loss
                  before extraordinary item
              
              
              (147
              )
              
              
              (176
              )
              
              
              (200
              )
              
              
              (351
              )Extraordinary
                  gain due to purchase of subsidiary stock
              
              
              -
              
              
              
              18
              
              
              
              -
              
              
              
              28Net
                  loss
              
              
              (147
              )
              
              
              (158
              )
              
              
              (200
              )
              
              
              (323
              )Other
                  comprehensive income:Unrealized
                  gain on available for sale securities
              
              
              3
              
              
              
              
              
              
              
              1Comprehensive
                  loss
              
              $
              (144
              )
              
              $
              (158
              )
              
              $
              (199
              )
              
              $
              (323
              )Basic
                  and diluted net loss per common share:Loss
                  per share before extraordinary gain
              
              $
              (0.05
              )
              
              $
              (0.06
              )
              
              $
              (0.07
              )
              
              $
              (0.13
              )Extraordinary
                  gain
              
              
              
              
              
              
              0.01
              
              
              
              
              
              
              
              0.01Net
                  loss per share
              
              $
              (0.05
              )
              
              $
              (0.05
              )
              
              $
              (0.07
              )
              
              $
              (0.12
              )Weighted
                  average number of common shares outstanding (in 000's)
              
              
              2,794
              
              
              
              2,803
              
              
              
              2,796
              
              
              
              2,803




See
      accompanying notes to consolidated financial statements.





4
 *Table
            of Contents*





**KENT
      FINANCIAL SERVICES, INC. AND SUBSIDIARIES**


CONSOLIDATED
      STATEMENTS OF CASH FLOWS


(UNAUDITED)


($000
      Omitted)




Six
                  Months EndedJune
                  30,2007
              
              
              2006Cash
                  flows from operating activities:Net
                  loss
              
              $
              (200
              )
              
              $
              (323
              )Adjustments
                  to reconcile net loss to net cash used in operating
                  activities:Depreciation
              
              
              4
              
              
              
              1Write
                  off capitalized software costs
              
              
              38Unrealized
                  losses on securities owned
              
              
              
              
              
              
              35Interest
                  receivable on short-term investments
              
              
              5
              
              
              
              (14
              )Stock-based
                  compensation expense
              
              
              18
              
              
              
              18Extraordinary
                  gain on purchase of stock of subsidiary
              
              
              
              
              
              
              (28
              )Minority
                  interest in subsidiaries losses
              
              
              (73
              )
              
              
              (59
              )Change
                  in accounts receivable
              
              
              17Change
                  in prepaid expenses and other assets
              
              
              (26
              )
              
              
              (70
              )Change
                  in accounts payable and accrued expenses
              
              
              (2
              )
              
              
              (18
              )Change
                  in deferred revenue
              
              
              (5
              )Net
                  cash used in operating activities
              
              
              (224
              )
              
              
              (458
              )Cash
                  flows from investing activities:Purchase
                  of stock of subsidiary
              
              
              
              
              
              
              (192
              )Acquistion
                  of property and equipment
              
              
              (14
              )Sale
                  of marketable securities
              
              
              30Purchase
                  of short-term investments
              
              
              (12,594
              )
              
              
              (12,068
              )Sales
                  and maturities of short-term investments
              
              
              12,948
              
              
              
              12,200Net
                  cash provided by (used in) investing activities
              
              
              370
              
              
              
              (60
              )Cash
                  flows from financing activities:Repurchase
                  of common stock by subsidiary
              
              
              (6
              )
              
              
              (5
              )Repurchase
                  of common stock
              
              
              (16
              )
              
              
              (68
              )Net
                  cash used in financing activities
              
              
              (22
              )
              
              
              (73
              )Net
                  increase (decrease) in cash and cash equivalents
              
              
              124
              
              
              
              (591
              )Cash
                  and cash equivalents at beginning of period
              
              
              167
              
              
              
              1,890Cash
                  and cash equivalents at end of period
              
              $
              291
              
              
              $
              1,299Supplemental
                  disclosure of cash flow information:Cash
                  paid for:Taxes
              
              $
              6
              
              
              $
              7






See
      accompanying notes to consolidated financial statements.





5
 *Table
            of Contents*





**KENT
      FINANCIAL SERVICES, INC. AND SUBSIDIARIES**


NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS


For
      the
      Periods Ending June 30, 2007 and 2006


(UNAUDITED)





**NOTE
      A** - **Basis of Presentation**





The
      accompanying unaudited condensed consolidated financial statements of Kent
      Financial Services, Inc. and subsidiaries (the "Company") as of June 30, 2007
      and for the three and six month periods ended June 30, 2007 and 2006 reflect
      all
      material adjustments consisting of only normal recurring adjustments which,
      in
      the opinion of management, are necessary for a fair presentation of results
      for
      the interim periods.  Certain information and footnote disclosures
      required under accounting principles generally accepted in the United States
      of
      America have been condensed or omitted pursuant to the rules and regulations
      of
      the Securities and Exchange Commission, although the Company believes that
      the
      disclosures are adequate to make the information presented not
      misleading.  These consolidated financial statements should be read in
      conjunction with the consolidated financial statements and notes thereto
      included in the Company's Annual Report on Form 10-KSB for the year ended
      December 31, 2006 as filed with the Securities and Exchange
      Commission.





The
      preparation of financial statements in conformity with accounting principles
      generally accepted in the United States of America requires management to make
      estimates and assumptions that affect the reported amounts of assets and
      liabilities and disclosure of contingent assets and liabilities at the date
      of
      the financial statements and the reported amounts of revenues and expenses
      during the reporting period.  Actual results could differ from those
      estimates.  Estimates that are particularly susceptible to change
      include assumptions used in determining the fair value of securities owned
      and
      non-readily marketable securities.





The
      results of operations for the three and six months ended June 30, 2007 and
      2006
      are not necessarily indicative of the results to be expected for the entire
      year
      or for any other period.





**NOTE
      B**– **Business and Segment Information**





The
      Company's business is comprised of the management of Kent International and
      Kent
      Educational.  The Company has determined that its operations can be
      segregated into two principal operating segments which are business development
      activities and education services.  We define operating segments as
      components of an enterprise about which separate financial information is
      available that is evaluated regularly by the Chairman in deciding how to
      allocate resources and in assessing performance.





Kent
      International is a publicly traded company (stock symbol “KNTH.PK”) currently
      seeking to redeploy its assets into an operating business.  The
      Company owned approximately 53.25% of Kent International at June 30,
      2007.  All of Kent International’s assets, excluding its portfolio of
      pharmaceutical patents (which have a zero carrying value on the consolidated
      financial statements), are invested in cash and United States Treasury
      Bills.  Kent International’s activity is reported in the business
      development activities segment.





In
      November 2005, Dr. Qun Yi Zheng was named President of the Company and of Kent
      International.  Under Dr. Zheng’s operational leadership, Kent
      International intends to pursue business opportunities in China, Eastern Europe
      and the United States.  Additionally, Kent International has developed
      a niche social networking website, www.chinauspals.com, designed to
      promote cultural exchange between the citizens of the United States and those
      of
      the People’s Republic of China.  Membership to the site is free, thus,
      any potential revenues will be derived from advertisements placed on the site
      by
      third parties.  The site provides users with access to other users’
personal profiles and enables the user to send private messages to other
      registered users of similar interests
      in order to develop lasting friendships or simply attain a pen
      pal.  Chinauspals.com also features user generated discussion forums
      and blogs as well as user submitted videos and pictures.





6
 *Table
            of Contents*




We
      face
      the risk that our website will not be viewable in China or will be deliberately
      blocked by the government of the People’s Republic of China.  Internet
      usage and content are heavily regulated in China and compliance with these
      laws
      and regulations may cause us to change or limit our business practices in a
      manner adverse to our business.





The
      Company does not expect that these activities will generate any significant
      revenues for an indefinite period as these efforts are in their early
      stages.  As a result, these programs may produce significant losses
      until such time as meaningful revenues are achieved.





The
      education services segment represents the activity of Kent Educational; which
      is
      a wholly owned subsidiary of the Company that has a 60% controlling interest
      in
      the Academy for Teaching and Leadership, Inc. (“The Academy”).  The
      Academy, headed by Dr. Saul Cooperman, a former Commissioner of Education in
      the
      State of New Jersey, provides educators various programs designed to improve
      themselves, their students, and their schools.





The
      allocation of resources for educational purposes is currently under great
      scrutiny in New Jersey.  Funding for public schools in New Jersey
      comes from either State aid or local property taxes.  Although
      property taxes have increased rapidly in New Jersey over the last seven years,
      this has not resulted in additional educational expenditures, because the State
      of New Jersey has at the same time reduced its aid allocated to public
      schools.  It is impossible to foresee the future developments of
      property taxes and educational State aids.  As public schools in New
      Jersey are currently our primary customer, our revenue growth is restricted
      by
      any limitation on these resources.





The
      following table summarizes the assets and operations of the Company’s segments
      as of and for the three and six months ended June 30, 2007 and
      2006:






BusinessDevelopment
              
              
              Educational
              
              
              All
                  Other
              
              
              
              
              
              ConsolidatedActivities
              
              
              Services
              
              
              Operations
              
              
              Eliminations
              
              
              TotalsThree
                  Months Ended June 30, 2007Revenues
                  from external customers
              
              $
              12
              
              
              $
              124
              
              
              $
              7
              
              
              
              
              
              $
              143Management
                  fees
              
              
              
              
              
              
              
              
              
              
              107
              
              
              $
              (107
              )Interest
                  revenue
              
              
              132
              
              
              
              3
              
              
              
              22
              
              
              
              
              
              
              
              157Investing
                  gains
              
              
              
              
              
              
              
              
              
              
              7
              
              
              
              
              
              
              
              7Total
                  revenues
              
              
              144
              
              
              
              127
              
              
              
              143
              
              
              
              (107
              )
              
              
              307General
                  and administrative expenses
              
              
              (198
              )
              
              
              (170
              )
              
              
              (221
              )
              
              
              107
              
              
              
              (482
              )Income
                  tax benefit
              
              
              
              
              
              
              10
              
              
              
              
              
              
              
              
              
              
              
              10Minority
                  interest
              
              
              43
              
              
              
              13
              
              
              
              
              
              
              
              
              
              
              
              56Write
                  off capitalized software costs
              
              
              (38
              )
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              (38
              )Net
                  loss by segment
              
              $
              (49
              )
              
              $
              (20
              )
              
              $
              (78
              )
              
              
              -
              
              
              $
              (147
              )
  7
 *Table
            of Contents*
  BusinessDevelopment
              
              
              Educational
              
              
              All
                  Other
              
              
              
              
              
              
              ConsolidatedActivities
              
              
              Services
              
              
              Operations
              
              
              Eliminations
              
              
              TotalsSix
                  Months Ended June 30, 2007Revenues
                  from external customers
              
              $
              12
              
              
              $
              231
              
              
              $
              108
              
              
              
              
              
              
              $
              351Management
                  fees
              
              
              
              
              
              
              
              
              
              
              170
              
              
              $
              (170
              )Interest
                  revenue
              
              
              266
              
              
              
              7
              
              
              
              43
              
              
              
              
              
              
              
              316Investing
                  gains
              
              
              
              
              
              
              
              
              
              
              7
              
              
              
              
              
              
              
              7Total
                  revenues
              
              
              278
              
              
              
              238
              
              
              
              328
              
              
              
              (170
              )
              
              
              674General
                  and administrative expenses
              
              
              (398
              )
              
              
              (236
              )
              
              
              (445
              )
              
              
              170
              
              
              
              (909
              )Minority
                  interest
              
              
              74
              
              
              
              (1
              )
              
              
              
              
              
              
              
              
              
              
              73Write
                  off capitalized software costs
              
              
              (38
              )
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              (38
              )Net
                  income (loss) by segment
              
              $
              (84
              )
              
              $
              1
              
              
              $
              (117
              )
              
              
              -
              
              
              $
              (200
              )As
                  of June 30, 2007Total
                  assets by segment
              
              $
              10,783
              
              
              $
              488
              
              
              $
              1,950
              
              
              
              -
              
              
              $
              13,221Three
                  Months Ended June 30, 2006Revenues
                  from external customers
              
              
              
              
              
              $
              116
              
              
              $
              11
              
              
              
              
              
              
              $
              127Management
                  fees
              
              
              
              
              
              
              
              
              
              
              63
              
              
              $
              (63
              )Interest
                  revenue
              
              $
              121
              
              
              
              3
              
              
              
              23
              
              
              
              
              
              
              
              147Investing
                  gains
              
              
              
              
              
              
              
              
              
              
              5
              
              
              
              
              
              
              
              5Total
                  revenues
              
              
              121
              
              
              
              119
              
              
              
              102
              
              
              
              (63
              )
              
              
              279General
                  and administrative expenses
              
              
              (219
              )
              
              
              (64
              )
              
              
              (254
              )
              
              
              63
              
              
              
              (474
              )Income
                  tax expense
              
              
              
              
              
              
              (1
              )
              
              
              (5
              )
              
              
              
              
              
              
              (6
              )Minority
                  interest
              
              
              47
              
              
              
              (22
              )
              
              
              
              
              
              
              
              
              
              
              25Extraordinary
                  gain
              
              
              
              
              
              
              
              
              
              
              18
              
              
              
              
              
              
              
              18Net
                  income (loss) by segment
              
              $
              (51
              )
              
              $
              32
              
              
              $
              (139
              )
              
              
              -
              
              
              $
              (158
              )Six
                  Months Ended June 30, 2006Revenues
                  from external customers
              
              
              
              
              
              $
              167
              
              
              $
              27
              
              
              
              
              
              
              $
              194Management
                  fees
              
              
              
              
              
              
              
              
              
              
              126
              
              
              $
              (126
              )Interest
                  revenue
              
              $
              236
              
              
              
              4
              
              
              
              48
              
              
              
              
              
              
              
              288Investing
                  losses
              
              
              
              
              
              
              
              
              
              
              (11
              )
              
              
              
              
              
              
              (11
              )Total
                  revenues
              
              
              236
              
              
              
              171
              
              
              
              190
              
              
              
              (126
              )
              
              
              471General
                  and administrative expenses
              
              
              (400
              )
              
              
              (122
              )
              
              
              (478
              )
              
              
              126
              
              
              
              (874
              )Income
                  tax expense
              
              
              (1
              )
              
              
              (1
              )
              
              
              (5
              )
              
              
              
              
              
              
              (7
              )Minority
                  interest
              
              
              78
              
              
              
              (19
              )
              
              
              
              
              
              
              
              
              
              
              59Extraordinary
                  gain
              
              
              
              
              
              
              
              
              
              
              28
              
              
              
              
              
              
              
              28Net
                  income (loss) by segment
              
              $
              (87
              )
              
              $
              29
              
              
              $
              (265
              )
              
              
              -
              
              
              $
              (323
              )As
                  of June 30, 2006Total
                  assets by segment
              
              $
              11,016
              
              
              $
              452
              
              
              $
              2,237
              
              
              
              -
              
              
              $
              13,705


8
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            of Contents*





**NOTE
      C -****Securities Owned**





Marketable
      securities owned as of June 30, 2007, comprised mainly of portfolio positions
      (equity securities) held for capital appreciation consisted of the following
      (all numbers in thousands):





June
                30, 2007Percent
                Owned
            
            
            Cost
            
            
            Fair
                Value
            
            
            Unrealized
                Gains (Losses)GolfRounds.com,
                Inc.
            
            
            4.35
            %
            
            $
            102
            
            
            $
            99
            
            
            $
            (3
            )All
                other equity securities
            
            N/A
            
            
            
            17
            
            
            
            21
            
            
            
            4$
            119
            
            
            $
            120
            
            
            $
            1





During
      the first quarter of 2007, the Company reclassified its marketable securities
      from trading securities to available for sale securities.  The
      Company’s securities are valued at fair value.  Fair value is
      ordinarily the listed market price of the stock.  If listed market
      prices are not indicative of fair value or if liquidating the Company’s position
      would reasonably be expected to impact market prices, fair value is determined
      based on other relevant factors.  Among the factors considered by
      management in determining fair value of the portfolio positions are the
      financial condition, asset composition and operating results of the issuer,
      the
      long-term business potential of the issuer and other factors generally pertinent
      to the valuation of investments, including the analysis of the valuation of
      comparable companies.  Based on the criteria described above,
      securities owned at June 30, 2007 were valued at listed market prices for all
      but two positions; securities owned of GolfRounds.com, Inc. and Gaiam, Inc.
      were
      discounted 20% or approximately $28,000 from listed market prices.





Net
      unrealized gains on available for sale securities were approximately $3,000
      and
      $1,000 for the three and six months ended June 30, 2007, respectively and
      realized gains were approximately $7,000 for the three and six months ending
      June 30, 2007.  Net investing gains (losses) were $5,000 and ($11,000)
      for the three and six months ended June 30, 2006.  Net unrealized
      losses on securities owned were approximately $6,000 and $35,000 for the three
      and six months ended June 30, 2006.  Realized gains on securities
      transactions were $11,000 and $24,000 for the three and six months ended June
      30, 2006.  As a result of the transfer in classification from trading
      securities to available for sale securities, unrealized losses during the three
      and six months ended June 30, 2007 were recorded as an adjustment to accumulated
      other comprehensive income in stockholder’s equity instead of a component of
      operating income.  Accordingly, investing gains (losses) reported for
      those periods are not comparable to those reported for the same periods ending
      June 30, 2006.





**NOTE
      D -****Capital Stock Activity**





**Dividends**





No
      dividends were declared or paid during the three and six months ended June
      30,
      2007.





**Common
      Stock Repurchases**





In
      August
      2004, the Board of Directors approved a plan to repurchase up to 200,000 shares
      of the Company’s common stock at prices deemed favorable in the open market or
      in privately negotiated transactions subject to market conditions, the Company’s
      financial position and other considerations.  This program has no
      expiration date.  During the quarter ended June 30, 2007, 3,330 shares
      were acquired for approximately $7,083 resultingin 97,876 shares remaining
      authorized for repurchase under the program.  All shares repurchased
      under this plan have been cancelled and returned to the status of authorized
      but
      unissued shares.





9
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            of Contents*




**NOTE
      E -****Net Income (Loss) Per Share**





The
      Company reports net income (loss) per share under the requirements of Statement
      of Financial Accounting Standards No. 128, “Earnings per
      Share”.  Basic income (loss) per share includes the weighted average
      number of common shares outstanding during the year.  Diluted income
      (loss) per share includes the weighted average number of shares outstanding
      and
      dilutive potential common shares, such as warrants and options.  The
      Company had 300,000 common stock options outstanding at June 30, 2007 and
      2006.  Because the Company had losses in the three and six months
      ended June 30, 2007 and 2006, the stock options outstanding would have an
      anti-dilutive effect on net loss per share and as such are not included in
      the
      calculations.





**NOTE
      F - Stock Option Plans**





The
      Company has issued certain common stock options to its President.  At
      June 30, 2007, the Company had 300,000 common stock options
      outstanding.





In
      December 2004, the Financial Accounting Standards Board “FASB” issued Statement
      of Financial Accounting Standards (“SFAS”) No. 123(R), Share-Based Payment,”
(“SFAS 123(R)”), a revision of SFAS No. 123, “Accounting for Stock-Based
      Compensation” (“SFAS 123”)  SFAS 123(R) requires that the compensation
      cost relating to share-based payment transactions be recognized in financial
      statements.  The compensation cost is measured based on the fair value
      of the equity or liability instruments issued. SFAS 123(R) was effective as
      of
      the beginning of the first interim or annual period beginning after December
      15,
      2005.  The Company adopted SFAS 123(R) on January 1,
      2006.  As a result, the Company recorded approximately $9,000 and
      $18,000 in stock-based compensation expense for the three and six month periods
      ending June 30, 2007 and 2006, respectively.





All
      options granted to date have an exercise price equal to the market price of
      the
      Company’s stock on the grant date.  For purposes of calculating the
      compensation cost consistent with SFAS 123, the fair value of each option grant
      was estimated on the grant date using the Black-Scholes option-pricing model
      with the following assumptions used: no dividend yield; expected volatility
      of
      29 percent; risk free interest rates of 4.37 percent; and weighted average
      expected duration of 7 years.





**Kent
      International Stock Options Plans**





Kent
      International has issued certain common stock options to its employees,
      directors and consultants.  At June 30, 2007, Kent International had
      290,000 common stock options outstanding.  Any exercises of these
      common stock options could have a dilutive effect on the percentage of Kent
      International owned by the Company.





Until
      December 31, 2005, Kent International applied APB 25 and related interpretations
      in accounting for its options.  Accordingly, no compensation cost had
      been recognized for common stock options issued.  In January 2006,
      Kent International adopted SFAS 123(R).  As all outstanding common
      stock options were fully vested prior to January 1, 2006, no compensation
      expense was recognized in the financial statements in the three and six month
      periods ending June 30, 2007 and 2006.




10
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            of Contents*





**NOTE
      G -****Related Party Transactions**





The
      Company receives a monthly management fee of $21,000 from Kent International
      for
      management services.  These services include, among other things,
      preparation of periodic and other filings with the Securities and Exchange
      Commission, evaluating merger and acquisition proposals, providing internal
      accounting services and shareholder relations.  This arrangement may
      be terminated at will by either party.  The monthly management fee
      revenue and offsetting expense is eliminated during
      consolidation.  The Company is the beneficial owner of approximately
      53.25% of Kent International’s outstanding Common Stock at June 30,
      2007.  Paul O. Koether, Chairman of the Company is also the Chairman
      of Kent International and the beneficial owner of approximately 55.1% of the
      Company’s outstanding common stock.  Qun Yi Zheng, President of the
      Company is also the President of Kent International and Bryan P. Healey, Chief
      Financial Officer of the Company is also the Chief Financial Officer of Kent
      International.





The
      Company and its consolidated subsidiaries reimburse an affiliate, Bedminster
      Management Corp., for the allocated direct cost of group health insurance and
      office supplies.  These reimbursements were approximately $26,555 and
      $50,554 in the three and six months ended June 30, 2007, respectively and
      $15,879 and $35,285 in the three and six months ended June 30, 2006,
      respectively.  Bedminster Management Corp. facilitates the allocation
      of certain central administrative costs on a cost reimbursement basis and is
      owned equally by Kent, Kent International and T.R. Winston & Company,
      LLC.





The
      Company received a non-recurring management fee of $44,400 from The Academy
      in
      the three and six months ended June 30, 2007.  The Academy is a 60%
      controlled subsidiary of Kent Educational, a wholly owned subsidiary of the
      Company.  The Academy also paid a consulting fee of $29,600 during the
      three and six months ended June 30, 2007 to Dr. Saul Cooperman, the Chairman
      and
      40% owner of the Academy.





**NOTE
      H -****Legal Proceedings**





**Texas
      American Petrochemicals, Inc. (“TAPI”)**





By
      letter dated May 24, 2005,
      the Texas Commission on Environmental Quality ("TCEQ") advised Texas American
      Petrochemicals, Inc. (“TAPI”), that it was a person responsible for solid waste
      at a hazardous waste site inTexas.TAPI
      is an inactive
      subsidiary of the Company with no assets.The
      TCEQ determined that the
      amount owed to the State ofTexasfor remediation is
      $2,459,594and thatfailure
to pay that
      amount
      would result in the matter being referred to the TCEQ Litigation Division.The
      Company has been advised
      by its environmental counsel that it has good legal arguments to support its
      positionandthat
      it should
      not be subject to liability for the remediation costs of the site, however
      no
      assurances can be made as to the outcome of this matter.





**NOTE
      I – Net Operating Loss Carryforwards**





As
      of
      December 31, 2006, the Company had approximately $3 million of net operating
      loss carryforwards (“NOL”) for income tax purposes.  In addition, Kent
      International had approximately $81 million of NOL and $2 million of research
      and development and foreign tax credit carryforwards available to offset future
      federal income tax, subject to limitations for alternative minimum
      tax.  The NOL’s and tax credit carryforwards expire in various years
      from 2007 through 2026.  The Company’s and Kent International’s use of
      operating loss carryforwards and tax credit carryforwards is subject to
      limitations imposed by the Internal Revenue Code.  Management believes
      that the deferred tax assets as of June 30, 2007 do not satisfy the realization
      criteria set forth in SFAS No. 109 and has recorded a valuation allowance for
      the entire net tax asset.  By recording avaluation allowance for the
      entire amount of future tax benefits, the Company has not recognized a deferred
      tax benefit for income taxes in its statements of operations.





11
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            of Contents*




**NOTE
      J– Financial
      Advisor and
      Placement Agent Agreement**




Kent
      International has been retained by Eastern Environment Solutions Corp. (“EESC”),
      a publicly traded waste management company based in Harbin, China, as financial
      advisor and placement agent in connection with a private offering of
      securities.  Pursuant to an agreement between EESC and Kent
      International, EESC agreed to pay Kent International (i) a fee of $10,000 for
      the preparation of a placement memorandum, (ii) a fee equal to six percent
      of
      the capital provided to EESC at the closing of a successful placement of
      securities, and (iii) five year common stock purchase warrants equal to six
      percent of the shares placed at a price per share equal to the same price per
      share as those issued in the transaction (i.e. if 5,000,000 shares are issued
      for $8,750,000, Kent International would receive warrants to purchase 300,000
      shares at $1.75 per share).  Any fees paid to Kent International under
      clause (i) would be deducted from any fee to which Kent International is
      entitled under clause (ii).  A placement memorandum was prepared and
      delivered to EESC in June 2007.





**NOTEK- New Accounting
      Pronouncements**





FASB
      issued SFAS No. 157 ("SFAS 157") “*Fair Value Measurements*” on September
      15, 2006.  SFAS 157 enhances existing guidance for measuring assets
      and liabilities using fair value.  Previously, guidance for applying
      fair value was incorporated in several accounting pronouncements.  The
      new statement provides a single definition of fair value, together with a
      framework for measuring it, and requires additional disclosure about the use
      of
      fair value to measure assets and liabilities.  While the statement
      does not add any new fair value measurements, it does change current
      practice.  One such change is a requirement to adjust the value of
      nonvested stock for the effect of the restriction even if the restriction lapses
      within one year.  SFAS 157 is effective for financial statements
      issued for fiscal years beginning after November 15, 2007, and interim periods
      within those fiscal years.  The adoption of SFAS 157 is not expected
      to have a material impact on the financial statements of the
      Company.





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




The
      following discussion and analysis should be read in conjunction with the Annual
      Report on Form 10-KSB for the fiscal year ended December 31, 2006, of Kent
      Financial Services, Inc. (“Kent” or the “Company”) as well as the Company’s
      financial statements and notes thereto included elsewhere in this Quarterly
      Report on Form 10-QSB.  Statements in this report relating to future
      plans, projections, events or conditions are forward-looking
      statements.  Such statements are subject to risks and uncertainties
      that could cause actual results to differ materially from those
      described.  The Company expressly disclaims any obligation or
      undertaking to update these statements in the future.





**Results
      of Operations**





The
      Company had a net loss of $147,000 or $.05 basic and diluted loss per share,
      for
      the three months ended June 30, 2007 compared to a net loss of $158,000, or
      $.05
      basic and diluted loss per share for the comparable quarter in
      2006.  For the six months ended June 30, 2007, the net loss was
      $200,000 or $.07 basic and diluted loss per share, compared to a loss of
      $323,000 or $.12 basic and diluted loss per share for the comparable period
      in
      2006.  The decrease in the net loss was mainly the result of increased
      interest revenue, seminar fees and administrative fees paid by an un-affiliated
      investment company offset by increased business development and website
      operational expenses during the period.





12
 *Table
            of Contents*




**Revenue**





Seminar
      fees based on seminars held by The Academy for Teaching and Leadership, Inc.
      (“The Academy”) increased to $124,000 and $231,000 for the three and six months
      ended June 30, 2007, respectively, compared to $116,000 and $167,000 for the
      three and six months ended June 30, 2006, respectively.  This increase
      is a result of an increase in marketing efforts and name recognition during
      The
      Academy’s second full year of operations.  The Company recognizes
      seminar revenue when the services are provided.





Interest
      income increased to $157,000 and $316,000 for the three and six months ended
      June 30, 2007, respectively, from $147,000 and $288,000 for the three and six
      months ended June 30, 2006, respectively. These increases resulted principally
      from higher yields on invested balances.





Realized
      gains on securities transactions were approximately $7,000 for the three and
      six
      months ending June 30, 2007.  Net investing gains (losses) were $5,000
      and ($11,000) for the three and six months ended June 30, 2006,
      respectively.  Realized gains were $12,000 and $24,000 offset by
      unrealized losses of $7,000 and $33,000 for the three and six months ended
      June
      30, 2006, respectively.  As a result of the transfer in classification
      from trading securities to available for sale securities, unrealized losses
      during the three and six month periods ending June 30, 2007 were recorded as
      an
      adjustment to accumulated other comprehensive income in stockholder’s equity
      instead of a component of operating income.  Accordingly, investing
      gains (losses) reported for the three and six months ended June 30, 2007 are
      not
      comparable to those reported for the three and six months ended June 30,
      2006.





For
      the
      three and six months ended June 30, 2007, other income increased to $19,000
      and
      $120,000, respectively, from $11,000 and $27,000 for the three and six months
      ended June 30, 2006, respectively, caused primarily by the increase in
      administrative fees paid by an un-affiliated investment company.  As
      these administrative fees fluctuate based on the performance of the investment
      company, we cannot be certain they will recur.





**Expenses**





General
      and administrative expenses increased to $482,000 and $909,000 for the three
      and
      six months ended June 30, 2007 from $474,000 and $874,000 for the same periods
      in 2006.  The increases of 1.7% and 4.0% for the three and six month
      periods resulted from increases in expenses related to the operation of
www.chinauspals.com by Kent International and expenses related to
      seminars produced by The Academy offset by decreases in expenses related to
      international travel associated with our ongoing business development
      activities.





Our
      consolidated subsidiary, Kent International recorded a charge of approximately
      $38,000 in June 2007 to write off certain website development costs related
      to
      our social networking website, ChinaUSPals.com.  These costs were
      associated with a beta version of the website that the Company is no longer
      utilizing.





**Liquidity
      and Capital Resources**





At
      June
      30, 2007, the Company had cash and cash equivalents of approximately
      $291,000.  Cash and cash equivalents consist of cash held in banks and
      brokerage firms.  The Company had short-term investments, consisting
      of U.S. Treasury Bills with original maturities of six months, of $12.5 million
      at June 30, 2007 with yields ranging from 4.86% to 5.12%.  Working
      capital at June 30, 2007 was approximately $12.7 million. Management believes
      its cash and cash equivalents are sufficient for its business activities for
      at
      least the next 12 months and for the costs of seeking an acquisition of an
      operating business.





13
 *Table
            of Contents*




Net
      cash
      used in operations was $224,000 in the six months ended June 30, 2007, compared
      to net cash used in operations of $458,000 in the comparable period of
      2006.  Cash used in operations is a direct result of operating
      expenses offset by operating revenues and adjusted for changes in operating
      assets and liabilities.  The decrease in net cash used in operations
      was largely the result of the timing of interest received on short term
      investments, the timing of payments for accounts payable and the receipt of
      a
      larger than average administrative fee paid by an unaffiliated investment
      company not an indication of decreasing expenses.  If net cash used in
      operations for the six months ended June 30, 2007 were adjusted to eliminate
      the
      larger than average administrative fee, the net result would be $320,000 net
      cash used in operations.





Net
      cash
      of $370,000 was provided by investing activities during the six months ended
      June 30, 2007 by the sales and maturities of short-term investments of $12.928
      million offset by the purchase of short-term investments of $12.594 million
      and
      $14,000 for capitalized costs related to the development of
www.chinauspals.com.  The Company used $60,000 for investing
      activities during the period ended June 30, 2006 for the purchase of short-term
      investments of $12 million and the purchase of additional shares of Kent
      International of $192,000 offset by the sales and maturities of short-term
      investments of $12.2 million.





The
      Company used $16,000 for financing activities in the six months ended June
      30,
      2007 to repurchase 7,542 shares of common stock compared to the $5,000 used
      for
      financing activities in the six months ended June 30, 2006 to repurchase 2,043
      shares of common stock.  Kent International also used approximately
      $6,000 and $68,000 to repurchase their stock in the six months ended June 30,
      2007 and 2006, respectively.





**Other
      Disclosures – Related Party Transactions**





The
      Company receives a monthly management fee of $21,000 from Kent International
      for
      management services.  These services include, among other things,
      preparation of periodic and other filings with the Securities and Exchange
      Commission, evaluating merger and acquisition proposals, providing internal
      accounting services and shareholder relations.  This arrangement may
      be terminated at will by either party.  The monthly management fee
      revenue and offsetting expense is eliminated during
      consolidation.  The Company is the beneficial owner of approximately
      53.25% of Kent International’s outstanding Common Stock at June 30,
      2007.  Paul O. Koether, Chairman of the Company is also the Chairman
      of Kent International and the beneficial owner of approximately 55.1% of the
      Company’s outstanding common stock.  Qun Yi Zheng, President of the
      Company is also the President of Kent International and Bryan P. Healey, Chief
      Financial Officer of the Company is also the Chief Financial Officer of Kent
      International.





The
      Company and its consolidated subsidiaries reimburse an affiliate, Bedminster
      Management Corp., for the allocated direct cost of group health insurance and
      office supplies.  These reimbursements were approximately $26,555 and
      $50,554 in the three and six months ended June 30, 2007, respectively and
      $15,879 and $35,285 in the three and six months ended June 30, 2006,
      respectively.  Bedminster Management Corp. facilitates the allocation
      of certain central administrative costs on a cost reimbursement basis and is
      owned equally by Kent, Kent International and T.R. Winston & Company,
      LLC.





The
      Company received a non-recurring management fee of $44,400 from The Academy
      in
      the three and six months ended June 30, 2007.  The Academy is a 60%
      controlled subsidiary of Kent Educational, a wholly owned subsidiary of the
      Company.  The Academy also paid a consulting fee of $29,600 during the
      three and six months ended June 30, 2007 to Dr. Saul Cooperman, the Chairman
      and
      40% owner of the Academy.





14
 *Table
            of Contents*





**Other
      Disclosures – Financial Advisory Agreement**





Kent
      International has been retained by Eastern Environment Solutions Corp. (“EESC”),
      a publicly traded waste management company based in Harbin, China, as financial
      advisor and placement agent in connection with a private offering of
      securities.  Pursuant to an agreement between EESC and Kent
      International, EESC agreed to pay Kent International (i) a fee of $10,000 for
      the preparation of a placement memorandum, (ii) a fee equal to six percent
      of
      the capital provided to EESC at the closing of a successful placement of
      securities, and (iii) five year common stock purchase warrants equal to six
      percent of the shares placed at a price per share equal to the same price per
      share as those issued in the transaction (i.e. if 5,000,000 shares are issued
      for $8,750,000, Kent International would receive warrants to purchase 300,000
      shares at $1.75 per share).  Any fees paid to Kent International under
      clause (i) would be deducted from any fee to which Kent International is
      entitled under clause (ii).  A placement memorandum was prepared and
      delivered to EESC in June 2007.





**Off-Balance
      Sheet Arrangements**





The
      Company has no off-balance sheet arrangements.





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





As
      of the
      end of the period covered by this quarterly report on Form 10-QSB, the Company
      carried out, under the supervision and with the participation of the Company’s
      management, including its Chief Executive Officer and Chief Financial Officer,
      an evaluation of the effectiveness of the design and operation of the Company’s
      disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e)
      under the Securities Exchange Act of 1934).  Based upon that
      evaluation, the Chief Executive Officer and Chief Financial Officer concluded
      that,as
      of such date, the design and operation of these disclosure controls and
      procedures are effective to ensure that information required to be disclosed
      by
      our Company in reports that we file under the Securities Exchange Act of 1934,
      as amended, is recorded, processed, summarized and reported within the time
      periods specified in the Securities and Exchange Commission’s rules and forms
      and that such information was made known to them by others within the company,
      as appropriate to allow timely decisions regarding required
      disclosure.  There was no change in the Company’s internal control
      over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) under
      the
      Securities Exchange Act of 1934) during the quarter ended June 30, 2007 that
      has
      materially affected, or is reasonably likely to materially affect, the Company’s
      internal control over financial reporting.





**Compliance
      with Section 404 of Sarbanes-Oxley Act**





To
      achieve compliance with Section 404 of the Sarbanes-Oxley Act of 2002 (the
      “Act”) by December 31, 2007, the Company expects to begin, in the third quarter
      of fiscal 2007, the system and process documentation and evaluation needed
      to
      comply with Section 404.





15
 *Table
            of Contents*





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


**ITEM1.
                -**
            **Legal
                Proceedings**





**Texas
      American Petrochemicals, Inc. (“TAPI”)**





By
      letter dated May 24, 2005,
      the Texas Commission on Environmental Quality ("TCEQ") advised Texas American
      Petrochemicals, Inc. (“TAPI”), that it was a person responsible for solid waste
      at a hazardous waste site inTexas.TAPI is an inactive
      subsidiary of the Company with no assets. The TCEQ determined that the amount
      owed to the State ofTexasfor remediation is
      $2,459,594and thatfailureto pay that
      amount would
      result in the matter being referred to the TCEQ Litigation Division.The
      Company has been advised
      by its environmental counsel that it has good legal arguments to support its
      positionandthat
      it should
      not be subject to liability for the remediation costs of the site, however
      no
      assurances can be made as to the outcome of this matter.








**ITEM
                2. -**
            **Unregistered
                Sales of Equity Securities and Use of
                Proceeds**





**Purchase
      of Equity Securities**





Small
      Business Issuer Purchases of Equity Securities (1)


Common
      Stock





Period
            
            Total
                Number of Shares Purchased
            
            
            Average
                Price Paid per Share
            
            
            Total
                Number of Shares Purchased as Part of Publicly Announced Plans or
                Programs
            
            
            Maximum
                Number of Shares that May Yet Be Purchased Under the Plans or
                ProgramsApril
                1, 2007 - April 30, 2007
            
            
            76
            
            
            $
            2.26
            
            
            
            76
            
            
            
            101,130May
                1, 2007 - May 31, 2007
            
            
            3,254
            
            
            $
            2.12
            
            
            
            3,254
            
            
            
            97,876June
                1, 2007 - June 30, 2007
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            97,876Total
            
            
            3,330
            
            
            $
            2.12
            
            
            
            3,330
            
            
            
            97,876




(1)
            In
                August 2004, the Board of Directors approved a stock repurchase program
                authorizing the Company to repurchase up to 200,000 shares of its
                common
                stock.  This program has no expiration
                date.




**ITEM
                3. -**
            **Defaults
                Upon Senior Securities**





None.




**ITEM
                4.-**
            **Submission
                of Matters to a Vote of Security
                Holders**





None.





16
 *Table
            of Contents*





**ITEM
                5. -**
            **Other
                Information**





On
      June
      25, 2007, our board of directors, believing it to be in the best interests
      of
      Kent and our stockholders, approved a proposed amendment to our articles of
      incorporation to opt out of the provisions of Sections 78.378 to 78.3793,
      inclusive, of the Nevada Revised Statutes regarding the acquisition of a
      controlling interest in the Company.  Our board of directors has
      approved an amendment to our articles opting us out of these anti-takeover
      provisions.  The board believes that opting out of these provisions
      will provide the Company and its stockholders with greater flexibility in
      participating in certain business transactions including acquisitions or sales
      of shares by facilitating the sale of a controlling interest in the
      Company.  Nevada law permits the holders of a majority of our
      outstanding shares to approve the amendment by written consent without holding
      a
      meeting.  To avoid the significant costs and delays associated with
      holding a meeting, our board elected to seek approval of the amendment by
      written consent of our majority stockholder.  On June 25, 2007, Paul
      O. Koether, the beneficial holder of 1,538,689 shares of our common stock,
      which
      represented approximately 55.1% of the shares entitled vote on the amendment
      to
      the articles, consented in writing without a meeting to the amendment. As a
      result, no further votes are required.  The proposed amendment to the
      Company’s articles of incorporation will become effective upon filing of a
      certificate of amendment to our articles of incorporation with the Nevada
      Secretary of State.  Pursuant to Rule 14c-2 under the Exchange Act,
      the proposed amendment may not be filed until twenty calendar days after the
      mailing of this information statement to our stockholders.  We
      anticipate filing the amendment immediately following the expiration of the
      twenty-day waiting period.  However, our board of directors retains
      discretion under Nevada law not to implement the amendment. If our board
      exercises this discretion, our articles will not change.





**ITEM
                6. -**
            **Exhibits**(a)
            Exhibits3.1
            Articles
                of Incorporation of Kent Financial Services, Inc. (1)3.2
            Bylaws
                of Kent Financial Services, Inc. (1)10.1
            Employment
                Agreement dated December 31, 2002 by and between Kent Financial Services,
                Inc. and Paul O. Koether. (2)
                **10.2
            Employment
                Agreement dated May 1, 2006 by and between Kent Financial Services,
                Inc.
                and Bryan P. Healey.
                (3) **10.3
            Kent
                Financial Services 2005 Stock Option Plan, Form of Incentive Stock
                Option
                and Form of Non-Qualified Stock Option. (4)31.1
            Certification
                pursuant to Section 302 of the Sarbanes-Oxley Act of
                2002.31.2
            Certification
                pursuant to Section 302 of the Sarbanes-Oxley Act of
                2002.32
            Certification
                pursuant to Section 906 of the Sarbanes-Oxley Act of
                2002.


(1)
                Filed
                    as an exhibit to the Company’s Definitive Information Statement on Form
                    DEF 14C filed November 13, 2006, film number 061288318, and incorporated
                    herein by reference.
 (2)
              Incorporated
                  by reference to Kent Financial Services, Inc., Form 10-KSB for
                  the fiscal
                  year ended December 31, 2002.
 (3)
              Incorporated
                  by reference to Kent Financial Services, Inc. Form 8-K filed on
                  May 1,
                  2006.
 (4)
              Incorporated
                  by reference to Kent Financial Services, Inc., Form 8-K filed on
                  December
                  2, 2005.
 
 *
              Filed
                  Herewith
 **
              Compensatory
                  Plan


17
 *Table
            of Contents*




**SIGNATURES**





In
      accordance with the requirements of the Exchange Act, the registrant caused
      this
      report to be signed on its behalf by the undersigned, thereunto duly
      authorized.





KENT
      FINANCIAL SERVICES, INC.














Dated:
                July 31, 2007
            By:
            /s/
                Bryan P. HealeyBryan
                P. HealeyChief
                Financial Officer and Secretary
                (Principal Financial and Accounting Officer, and
                office duly authorized to sign on behalf of the small
                business issuer)






18