UNITED STATES
                       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, 2007

                                       or

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

For the transition period from __________________ to _________________

                         Commission File Number 0-51589

                          NEW ENGLAND BANCSHARES, INC.
--------------------------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

Maryland                                                              04-3693643
--------------------------------------------------------------------------------
(State or other jurisdiction of                             (I.R.S. Employer
incorporation or organization)                               Identification No.)

855 Enfield Street, Enfield, Connecticut                                   06082
--------------------------------------------------------------------------------
(Address of principal executive offices)                              (Zip Code)

                                 (860) 253-5200
--------------------------------------------------------------------------------
                           (Issuer's telephone number)

                                 Not Applicable
--------------------------------------------------------------------------------
              (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 registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.
Yes [X] No [_]

         Indicate by check mark whether the registrant is a shell company (as
defined in Rule 12b-2 of the Exchange Act). Yes [_] No [X]

         The Issuer had 6,421,151 shares of common stock, par value $0.01 per
share, outstanding as of August 7, 2007.


         Transitional Small Business Disclosure Format (Check one):
Yes [_] No [X]

<page>

                          NEW ENGLAND BANCSHARES, INC.
                                   FORM 10-QSB

                                      INDEX

                                                                            Page
                                                                            ----
PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements

         Condensed Consolidated Balance Sheets at June 30, 2007 (Unaudited)
         and March 31, 2007..................................................  1

         Condensed Consolidated Statements of Income for the
         Three Months Ended June 30, 2007 and 2006 (Unaudited)...............  2

         Condensed Consolidated Statements of Cash Flows for the
         Three Months Ended June 30, 2007 and 2006 (Unaudited)...............  3

         Notes to Condensed Consolidated Financial Statements (Unaudited)....  4

Item 2.  Management's Discussion and Analysis or Plan of Operation...........  7

Item 3. Controls and Procedures.............................................. 13

PART II: OTHER INFORMATION

Item 1.  Legal Proceedings................................................... 14
Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds......... 14
Item 3.  Defaults Upon Senior Securities..................................... 14
Item 4.  Submission of Matters to a Vote of Security Holders................. 14
Item 5.  Other Information................................................... 14
Item 6.  Exhibits ........................................................... 14

SIGNATURES        ........................................................... 15

<page>
<table>
<caption>

                                      Part I. FINANCIAL INFORMATION
Item 1. Financial Statements.

                               NEW ENGLAND BANCSHARES, INC. AND SUBSIDIARY
                                  Condensed Consolidated Balance Sheets
                                          (Dollars in thousands)
                                                                               June 30,        March 31,
                                                                                 2007            2007
                                                                             ------------    ------------

                                                                                   <c>             <c>
 ASSETS                                                                       (Unaudited)
 ------
Cash and due from banks ..................................................   $      4,059    $      4,400
Interest-bearing demand deposits with other banks ........................             81              43
Federal funds sold .......................................................         25,865          13,610
Money market mutual funds ................................................            150             587
                                                                             ------------    ------------
      Total cash and cash equivalents ....................................         30,155          18,640
Interest-bearing time deposits with other banks ..........................          1,581           1,877
Investments in available-for-sale securities, at fair value ..............         45,724          49,469
Federal Home Loan Bank stock, at cost ....................................          2,077           1,979
Loans, net of allowance for loan losses of $1,935 as of June 30, 2007
             and $1,875 as of March 31, 2007 .............................        199,224         198,447
Premises and equipment, net ..............................................          4,181           4,244
Accrued interest receivable ..............................................          1,348           1,323
Deferred income taxes, net ...............................................          1,322           1,132
Cash surrender value of life insurance ...................................          4,229           4,218
Identifiable intangible assets ...........................................            577             599
Goodwill .................................................................          1,090           1,090
Other assets .............................................................            999           1,140
                                                                             ------------    ------------
      Total assets .......................................................   $    292,507    $    284,158
                                                                             ============    ============

LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits:
     Noninterest-bearing .................................................   $     16,518    $     16,075
     Interest-bearing ....................................................        168,368         165,600
                                                                             ------------    ------------
         Total deposits ..................................................        184,886         181,675
Advanced payments by borrowers for taxes and insurance ...................          1,400             796
Federal Home Loan Bank advances ..........................................         32,934          33,587
Securities sold under agreements to repurchase ...........................         14,143           9,177
Due to broker ............................................................            432              --
Other liabilities ........................................................          1,758           1,657
                                                                             ------------    ------------
      Total liabilities ..................................................        235,553         226,892
                                                                             ------------    ------------

Stockholders' Equity:
   Preferred stock, par value $.01 per share: 1,000,000 shares
   authorized;  none issued ..............................................             --              --
   Common stock, par value $.01 per share: 19,000,000 shares authorized;
           5,352,266 issued and outstanding at June 30, 2007 and 5,346,583
           shares issued and outstanding at March 31, 2007 ...............             54              53
   Paid-in capital .......................................................         42,837          42,742
   Retained earnings .....................................................         18,421          18,521
   Unearned ESOP shares, 317,063 shares at June 30, 2007 and
           March 31, 2007 ................................................         (2,666)         (2,666)
    Unearned shares, stock-based plans, 95,786 shares at June 30, 2007 and
           March 31, 2007 ................................................           (967)         (1,026)
   Accumulated other comprehensive loss ..................................           (725)           (358)
                                                                             ------------    ------------
      Total stockholders' equity .........................................         56,954          57,266
                                                                             ------------    ------------
      Total liabilities and stockholders' equity .........................   $    292,507    $    284,158
                                                                             ============    ============

The accompanying notes are an integral part of these condensed consolidated financial statements.


                                                    1
</table>
<page>
<table>
<caption>

                           NEW ENGLAND BANCSHARES, INC. AND SUBSIDIARY
                           Condensed Consolidated Statements of Income

                                           (Unaudited)
                            (In thousands, except per share amounts)
                                                                             Three Months Ended
                                                                                  June 30,
                                                                                  --------
                                                                              2007        2006
                                                                            --------    --------

                                                                               <c>         <c>
Interest and dividend income:
      Interest on loans .................................................   $  3,266    $  2,456
      Interest and dividends on securities:
         Taxable ........................................................        568         519
         Tax-exempt .....................................................         82          92
      Interest on federal funds sold, interest-bearing deposits and
          dividends on money market mutual funds ........................        256         455
                                                                            --------    --------
         Total interest and dividend income .............................      4,172       3,522
                                                                            --------    --------

Interest expense:
      Interest on deposits ..............................................      1,281         886
      Interest on advanced payments by borrowers for
            taxes and insurance .........................................          3           4
      Interest on Federal Home Loan Bank advances .......................        378         214
      Interest on securities sold under agreements to repurchase ........        118          98
                                                                            --------    --------
         Total interest expense .........................................      1,780       1,202
                                                                            --------    --------
         Net interest and dividend income ...............................      2,392       2,320
Provision for loan losses ...............................................         62          61
                                                                            --------    --------
         Net interest and dividend income after provision for loan losses      2,330       2,259
                                                                            --------    --------

Noninterest income:
      Service charges on deposit accounts ...............................        130         128
      (Loss) gain on sales and calls of investments, net ................       (225)         13
      Increase in cash surrender value of life insurance policies .......         36          36
      Other income ......................................................         29          32
                                                                            --------    --------
         Total noninterest (charges) income .............................        (30)        209
                                                                            --------    --------
Noninterest expense:
      Salaries and employee benefits ....................................      1,217       1,176
      Occupancy and equipment expense ...................................        417         417
      Advertising and promotion .........................................         17          45
      Professional fees .................................................         81         117
      Data processing expense ...........................................         90          81
      Stationery and supplies ...........................................         22          26
      Amortization of identifiable intangible assets ....................         22          22
      Other expense .....................................................        237         194
                                                                            --------    --------
         Total noninterest expense ......................................      2,103       2,078
                                                                            --------    --------
         Income before income taxes .....................................        197         390
Income taxes ............................................................        148         120
                                                                            --------    --------
         Net income .....................................................   $     49    $    270
                                                                            ========    ========

   Earnings per share:
            Basic .......................................................   $   0.01    $   0.05
            Diluted .....................................................   $   0.01    $   0.05
   Dividends per share ..................................................   $   0.03    $   0.03

The accompanying notes are an integral part of these condensed consolidated financial statements.


                                                2
</table>
<page>
<table>
<caption>

                                   NEW ENGLAND BANCSHARES, INC. AND SUBSIDIARY
                                 Condensed Consolidated Statements of Cash Flows
                                                   (Unaudited)
                                                 (In thousands)

                                                                                            Three Months Ended
                                                                                                 June 30,
                                                                                             2007        2006
                                                                                           --------    --------

                                                                                              <c>         <c>
 Cash flows from operating activities:
       Net income ......................................................................   $     49    $    270
       Adjustments to reconcile net income to net cash provided by operating activities:
             Net amortization (accretion) of fair value adjustments ....................          2         (22)
             (Accretion) amortization of securities, net ...............................         (1)         14
             Loss (gain) on sales and calls of investments, net ........................        225         (13)
             Provision for loan losses .................................................         62          61
             Change in deferred loan origination fees ..................................       (102)        (29)
             Depreciation and amortization .............................................        126         129
             Increase in accrued interest receivable ...................................        (25)        (34)
             Deferred income tax expense (benefit) .....................................         45         (69)
             Increase in cash surrender value of life insurance policies.. .............        (36)        (36)
             Decrease (increase) in prepaid expenses and other assets ..................        132         (17)
             Amortization of identifiable intangible assets ............................         22          22
             Increase (decrease) in accrued expenses and other liabilities .............        101         (14)
             Compensation cost for stock option plan ...................................         56          35
             Compensation cost for stock-based incentive plan ..........................         59          27
                                                                                           --------    --------

       Net cash provided by operating activities .......................................        715         324
                                                                                           --------    --------

 Cash flows from investing activities:
             Purchases of available-for-sale securities ................................     (4,809)     (7,228)
             Proceeds from sales of available-for-sale securities ......................      6,735       2,201
             Proceeds from maturities of available-for-sale securities .................      1,425       1,733
             Purchases of Federal Home Loan Bank stock .................................        (98)        (14)
             Loan originations and principal collections, net ..........................     (1,580)     (7,781)
             Purchases of loans ........................................................       (959)       (249)
             Loans sold ................................................................      1,800       1,536
             Proceeds from maturities of interest bearing time deposits with other banks        296         487
             Investments in life insurance policies ....................................         (5)         (5)
             Receipt of cash surrender value of life insurance policy ..................         30          --
             Capital expenditures - premises and equipment .............................        (54)       (240)
                                                                                           --------    --------

             Net cash provided by (used in) investing activities .......................      2,781      (9,560)
                                                                                           --------    --------

 Cash flows from financing activities:
             Net increase in demand, NOW, MMDA and savings accounts ....................        320         320
             Net increase in time deposits .............................................      2,891       1,220
             Net increase in advanced payments by borrowers for taxes and insurance ....        604         423
             Principal payments on Federal Home Loan Bank long-term advances ...........       (653)       (697)
             Net increase (decrease) in securities sold under agreement to repurchase ..      4,966      (1,211)
             Exercise of stock options .................................................         40          --
             Payments of cash dividends on common stock ................................       (149)       (150)
                                                                                           --------    --------

 Net cash provided by (used in) financing activities ...................................      8,019         (95)
                                                                                           --------    --------

 Net increase (decrease) in cash and cash equivalents ..................................     11,515      (9,331)
 Cash and cash equivalents at beginning of period ......................................     18,640      38,656
                                                                                           --------    --------
 Cash and cash equivalents at end of period ............................................   $ 30,155    $ 29,325
                                                                                           ========    ========


 Supplemental disclosures:
             Interest paid .............................................................   $  1,736    $  1,198
             Income taxes paid .........................................................        154         175

        The accompanying notes are an integral part of these condensed consolidated financial statements.

                                                       3
</table>
<page>

                          NEW ENGLAND BANCSHARES, INC.
              Notes to Condensed Consolidated Financial Statements
                                   (Unaudited)


NOTE 1 - Organization

         New  England  Bancshares,  Inc.  On  September  7,  2005,  New  England
Bancshares,  Inc.  (the  "Company")  was  incorporated  under  Maryland  law  to
facilitate the conversion of Enfield Federal Savings and Loan  Association  (the
"Association") from the mutual holding company form of organization to the stock
form  of  organization  (the  "second-step  conversion").  As a  result  of  the
second-step conversion, New England Bancshares,  Inc. became the holding company
for the  Association.  A total of 3,075,855  shares of common stock were sold in
the stock  offering at the price of $10.00 per share.  In  addition,  a total of
2,270,728  shares were  issued to the  minority  shareholders  of the former New
England Bancshares at an exchange ratio of 2.3683.

         As a result  of the  second-step  conversion,  all  share and per share
amounts have been restated  giving  retroactive  recognition to the  second-step
exchange ratio of 2.3683.  Options granted under the Company's 2003  Stock-Based
Incentive  Plan and common shares held by the  Association's  ESOP and shares of
restricted stock before the second-step conversion were also exchanged using the
conversion ratio of 2.3683.

         On July 12, 2007 the  Company  acquired  First  Valley  Bancorp,  Inc.,
Bristol,  Connecticut.  First Valley Bancorp was the holding  company for Valley
Bank, Bristol, Connecticut. Under the terms of the transaction,  shareholders of
First Valley Bancorp received 0.8907 shares of Company common stock and $9.00 in
cash for each share of First Valley Bancorp common stock.

         The  Company  will  continue  to operate  Valley  Bank as a  separately
chartered commercial bank subsidiary. In addition to retaining its own identity,
Valley Bank retained its own Board of Directors,  management team,  branches and
employees.  The  merger is not  expected  to result  in any  lay-offs  or branch
closings.  As part of the  transaction,  the Company also infused  approximately
$12.0 million of capital into Valley Bank.

         Enfield  Federal  Savings  and  Loan   Association.   The  Association,
incorporated in 1916, is a federally chartered savings association headquartered
in Enfield,  Connecticut.  The Association's deposits are insured by the Federal
Deposit  Insurance  Corporation.  The Association is engaged  principally in the
business of  attracting  deposits from the general  public and  investing  those
deposits  primarily in residential  and commercial  real estate loans,  and to a
lesser extent, in consumer,  construction,  commercial and small business loans.
At June 30, 2007, the Association operated from eight locations in Connecticut.

NOTE 2 - Basis of Presentation

         The accompanying  unaudited condensed consolidated financial statements
have been prepared in accordance with accounting  principles  generally accepted
in the  United  States of  America  for  interim  financial  statements  and the
instructions  to  Form  10-QSB,  and  accordingly  do  not  include  all  of the
information and footnotes required by accounting  principles  generally accepted
in the United  States of  America  for  complete  financial  statements.  In the
opinion  of  management,   the  accompanying  unaudited  consolidated  financial
statements  reflect  all  adjustments  necessary,   consisting  of  only  normal
recurring  accruals,  to  present  fairly  the  financial  position,  results of
operations and cash flows of the Company for the periods presented. In preparing
the interim financial  statements,  management is required to make estimates and

                                       4
<page>

assumptions that affect the reported amounts of assets and liabilities as of the
date of the balance  sheet and  revenues  and  expenses  for the period.  Actual
results could differ significantly from those estimates.  The interim results of
operations  are  not  necessarily  indicative  of the  operating  results  to be
expected for the year ending March 31, 2008 or any other interim period.

         While management  believes that the disclosures  presented are adequate
so as not to  make  the  information  misleading,  it is  suggested  that  these
condensed  consolidated  financial  statements be read in  conjunction  with the
financial  statements and notes included in New England  Bancshares' Form 10-KSB
for the year ended March 31, 2007.

         The  condensed  consolidated  balance  sheet as of March  31,  2007 was
derived from the audited financial  statements of New England Bancshares,  Inc.,
but does not  include all the  disclosures  required  by  accounting  principles
generally accepted in the United States of America.

NOTE 3 - Earnings Per Share (EPS)

         Basic  EPS  is  computed  by  dividing   income   available  to  common
stockholders by the weighted-average number of common shares outstanding for the
period.  Diluted  EPS  reflects  the  potential  dilution  that  could  occur if
securities or other  contracts to issue common stock were exercised or converted
into common  stock or resulted in the  issuance of common stock that then shared
in the earnings of the entity.

                                                               Quarter Ended
                                                                  June 30,
                                                             -------------------
(In thousands, except per share data)                         2007         2006
                                                             ------       ------
Net income                                                   $   49       $  270
                                                             ------       ------
Weighted average common shares
  outstanding for computation of basic EPS                    4,935        4,961
Effect of dilutive stock options and
  stock awards                                                  196          134
                                                             ------       ------
Weighted average common shares for
  computation of diluted EPS                                  5,131        5,095
                                                             ======       ======
Earnings per share:
  Basic                                                      $ 0.01       $ 0.05
  Diluted                                                    $ 0.01       $ 0.05
--------------------------------------------------------------------------------

NOTE 4 - Recent Accounting Pronouncements

         In February 2006, the FASB issued SFAS No. 155, "Accounting for Certain
Hybrid  Instruments"  ("SFAS 155"),  which permits,  but does not require,  fair
value accounting for any hybrid  financial  instrument that contains an embedded
derivative that would otherwise require bifurcation in accordance with SFAS 133.
The  statement  also  subjects  beneficial  interests  issued by  securitization
vehicles to the  requirements  of SFAS No. 133. The statement is effective as of
April 1, 2007.  The  adoption of SFAS 155 did not have a material  impact on the
Company's financial condition and results of operations.

         In March 2006, the FASB issued SFAS No. 156,  "Accounting for Servicing
of Financial Assets - an amendment of FASB Statement No. 140" ("SFAS 156"). SFAS
No. 156 requires an entity to recognize a servicing asset or servicing liability
each time it undertakes  an obligation to service a financial  asset by entering
into a servicing contract in specific  situations.  Additionally,  the servicing
asset or servicing liability shall be initially measured at fair value; however,

                                       5
<page>

an  entity  may elect the  "amortization  method"  or "fair  value  method"  for
subsequent  balance  sheet  reporting  periods.  SFAS 156 is  effective as of an
entity's first fiscal year beginning after September 15, 2006. Early adoption is
permitted as of the  beginning of an entity's  fiscal year,  provided the entity
has not yet issued financial statements, including interim financial statements,
for any period of that fiscal year.  Adoption of this  statement  did not have a
material impact on its financial condition, results of operations or cash flows.

         In  September   2006,  the  FASB  issued  SFAS  No.  157,  "Fair  Value
Measurements" ("SFAS 157"). SFAS 157 defines fair value, establishes a framework
for measuring fair value under generally accepted  accounting  principles (GAAP)
and enhances  disclosures  about fair value  measurements.  SFAS 157 retains the
exchange  price notion and clarifies  that the exchange  price is the price that
would be received  for an asset or paid to transfer a liability  (an exit price)
in an orderly  transaction  between market participants on the measurement date.
SFAS 157 is effective for the Company's  consolidated  financial  statements for
the year beginning on April 1, 2008, with earlier adoption  permitted.  Adoption
of this statement did not have a material impact on its financial  condition and
results of operations.

         In September 2006, the FASB issued SFAS No. 158, "Employer's Accounting
for Defined  Benefit  Pension and other  Postretirement  Plans - an amendment of
FASB Statements No 87, 88, 106 and 132(R)" ("SFAS 158"). SFAS 158 requires:  (1)
the  recognition of an asset or liability for the  over-funded  or  under-funded
status of a defined  benefit plan; (2) the  recognition  of actuarial  gains and
losses and prior service costs and credits in other  comprehensive  income;  (3)
measurement of plan assets and benefit  obligations as of the employer's balance
sheet date, rather than at interim  measurement dates as currently allowed;  and
(4) disclosure of additional  information  concerning actuarial gains and losses
and prior service costs and credits  recognized in other  comprehensive  income.
This  statement is effective for financial  statements  with fiscal years ending
after  December 15,  2006.  Adoption of this  Statement  did not have a material
impact on the Company's financial position, result of operations or cash flows.

         In February  2007,  the FASB issued SFAS No. 159 "The Fair Value Option
for Financial  Assets and Financial  Liabilities  including an amendment of FASB
Statement  No. 115" (SFAS 159).  SFAS 159 permits  entities to choose to measure
many  financial  instruments  and certain other items at fair value that are not
currently  required to be measured at fair value.  The  objective  is to improve
financial  reporting  by providing  entities  with the  opportunity  to mitigate
volatility  in  reported   earnings  caused  by  measuring  related  assets  and
liabilities  differently  without  having  to  apply  complex  hedge  accounting
provisions.   This  statement  also  establishes   presentation  and  disclosure
requirements  designed to facilitate  comparisons  between  entities that choose
different  measurement  attributes for similar types of assets and  liabilities.
The new  standard is effective at the  beginning  of the  Company's  fiscal year
beginning  March  31,  2008,  and  early  adoption  may be  elected  in  certain
circumstances.  The Company is currently  evaluating  and has not yet determined
the impact the new  standard  is  expected  to have on its  financial  position,
results of operations or cash flow.

NOTE 5 - Stock-Based Plans

         At June 30, 2007, the Company  maintained a stock-based  incentive plan
and an equity incentive plan. The Company currently accounts for the plans under
the recognition and measurement  principles of Statement of Financial Accounting
Standards (SFAS) No. 123, (amended 2004),  "Share-Based  Payment" ("SFAS 123R").
SFAS  123R  requires  the  Company  to  recognize  the cost  resulting  from all
share-based payment transactions in the consolidated  financial statements as of

                                       6
<page>

the beginning of the first annual  reporting  period that begins after  December
15, 2005. For the three months ended June 30, 2007 and 2006,  compensation  cost
for the Company's  stock plans was measured at the grant date based on the value
of the award and was recognized over the service  period,  which was the vesting
period.  The compensation cost that has been charged against income in the three
months ended June 30, 2007 and 2006 for the granting of stock  options under the
plans was $56,000 and $35,000, respectively.  During the three months ended June
30, 2007, the Company granted 15,000 options.

         The  compensation  cost that has been  charged  against  income for the
three months ended June 30, 2007 and 2006 for the granting of  restricted  stock
awards under the plan was $59,000 and $27,000, respectively.

Item 2.  Management's Discussion and Analysis or Plan of Operation.
         ---------------------------------------------------------

         The following analysis discusses changes in the financial condition and
results of  operations at and for the three months ended June 30, 2007 and 2006,
and should be read in  conjunction  with the  Company's  Condensed  Consolidated
Financial Statements and the notes thereto,  appearing in Part I, Item 1 of this
document.

Forward-Looking Statements

         This report  contains  certain  forward-looking  statements  within the
meaning of Section 27A of the  Securities  Act of 1933, as amended,  and Section
21E of the Securities Exchange Act of 1934, as amended. The Company intends such
forward-looking  statements  to be covered  by the safe  harbor  provisions  for
forward-looking statements contained in the Private Securities Litigation Reform
Act of 1995,  and is including  this statement for purposes of these safe harbor
provisions.  Forward-looking statements,  which are based on certain assumptions
and describe  future plans,  strategies  and  expectations  of the Company,  are
generally  identified  by  use  of  the  words  "believe,"  "expect,"  "intend,"
"anticipate,"  "estimate,"  "project"  or  similar  expressions.  The  Company's
ability to predict results or the actual effect of future plans or strategies is
inherently  uncertain.  Factors that could have a material adverse effect on the
operations of the Company and its  subsidiary  include,  but are not limited to,
changes  in:  interest  rates,  general  economic  conditions,  legislation  and
regulations,  monetary  and fiscal  policies of the U.S.  government,  including
policies of the U.S.  Treasury  and the Federal  Reserve  Board,  the quality or
composition  of the loan or  investment  portfolios,  demand for loan  products,
deposit  flows,  competition,  demand for  financial  services in the  Company's
market  area  and  accounting   principles  and  guidelines.   These  risks  and
uncertainties should be considered in evaluating  forward-looking statements and
undue  reliance  should not be placed on such  statements.  Further  information
concerning the Company and its business, including additional factors that could
materially affect the Company's  financial results, is included in the Company's
Annual Report on Form 10-KSB for the year ended March 31, 2007,  included  under
Item 1,  "Description  of Business - Risk Factors" and in our other filings with
the Securities and Exchange Commission.

         Except as required by applicable law and  regulation,  the Company does
not undertake - and specifically  disclaims any obligation - to publicly release
the result of any revisions that may be made to any  forward-looking  statements
to  reflect  events or  circumstances  after the date of such  statements  or to
reflect the occurrence of anticipated or unanticipated events.


                                       7
<page>

      Comparison of Financial Condition at June 30, 2007 and March 31, 2007

Assets

         At June 30, 2007, total assets were $292.5 million, an increase of $8.3
million from March 31, 2007. The increase in assets was caused  primarily by the
$11.5  million  increase  in  total  cash and cash  equivalents  and a  $777,000
increase  in  net  loans,  partially  offset  by  a  $3.7  million  decrease  in
available-for-sale  investments.  The increase in loans was  primarily due to an
increase of $1.8 million in commercial  mortgage loans, a $1.1 million  increase
in commercial loans and a $927,000 increase in consumer loans,  partially offset
by a $1.5 million decrease in multi-family  loans and a $1.2 million decrease in
construction loans. At June 30, 2007 commercial real estate and commercial loans
accounted  for  31.8%  of the  loan  portfolio.  The  increase  in cash and cash
equivalents  and decrease in  available-for-sale  securities was effected by the
sale of the $6.4 million of securities and was required to provide the liquidity
necessary to complete the acquisition of First Valley Bancorp.

Allowance for Loan Losses

         Management  determines the adequacy of the allowance for loan losses on
a regular basis. The determination is based upon the size and composition of the
loan  portfolio,  management's  assessment  of the  credit  quality  of the loan
portfolio,  including a review of classified and non-performing  loans, previous
loss experience,  current economic  conditions and their effect on borrowers and
the  market  area in  general,  and the  performance  of  individual  credits in
relation to the contract terms.

         The Company's  methodology  for assessing  the  appropriateness  of the
allowance for loan losses consists of specific allowances for identified problem
loans and a general valuation  allowance on the remainder of the loan portfolio.
The general  valuation  allowance is determined by segregating the loans by loan
category and assigning loss factors to each category.  Although we determine the
amount of each element of the  allowance  separately,  the entire  allowance for
loan losses is available for the entire portfolio.

         Provisions  for loan  losses are charges to earnings to bring the total
allowance  for loan losses to a level  considered  by  management as adequate to
provide  for  estimated  loan losses  based on  management's  evaluation  of the
collectibility of the loan portfolio.  While management  believes that, based on
information  currently  available,  the  Company's  allowance for loan losses is
sufficient  to cover  losses  inherent in its loan  portfolio  at this time,  no
assurances  can be given that the  Company's  level of allowance for loan losses
will be sufficient  to cover actual loan losses  incurred by the Company or that
future  adjustments  to the  allowance  for loan losses will not be necessary if
economic and other conditions differ  substantially  from the economic and other
conditions  used by  management  to determine the current level of the allowance
for loan  losses.  In  addition,  the  regulators  as an integral  part of their
examination  process,  periodically  reviews the  Company's  allowance  for loan
losses and may require the Company to provide  additions to the allowance  based
upon judgments different from management.

                                       8
<page>

         The table below  indicates the  relationship  between the allowance for
loan  losses,  total  loans  outstanding  and  nonperforming  loans at the dates
indicated.

                                             June 30, 2007   March 31, 2007
                                             -------------   --------------
                                                 (Dollars in thousands)
         Allowance for loan losses            $      1,935    $      1,875
         Gross loans outstanding                   201,159         200,322
         Non-accrual loans                             821             824
         Allowance/Loans outstanding                  0.96%           0.94%
         Allowance/Nonperforming loans              235.69%         227.55%

 Past due and Nonperforming Loans

         The following table sets forth information regarding past due loans:

                                          June 30, 2007     March 31, 2007
                                          -------------     --------------
                                                  (In thousands)
 Past due 30 days through 89 days             $1,209            $3,415
 Past due 90 days or more                        764                --

         The  decrease  in loans past due 30 through 89 days was due to the fact
that there were thirty days in June as opposed to 31 days in March.  Accordingly
as a large  percentage of loans are due on the first of each month,  at June 30,
2007,  certain loans that otherwise would be included in this category were only
29 days  past  due.  All of the  loans  past due  more  than 90 days are one- to
four-family residential loans.

Liabilities

         Total  liabilities were $235.6 million at June 30, 2007, an increase of
$8.7  million,  or 3.8%,  compared  to $226.9  million  at March 31,  2007.  The
increase in total liabilities was caused primarily by a $5.0 million increase in
securities  sold under  agreements to repurchase and a $3.2 million  increase in
total deposits. Deposits increased $3.2 million, or 1.8%, from $181.7 million at
March 31, 2007 to $184.9  million at June 30, 2007. The increase in deposits was
due primarily to a $2.9 million increase in certificate of deposit  accounts,  a
$622,000  increase in money market accounts,  and a $313,000 increase in NOW and
non-interest bearing checking accounts,  partially offset by a $601,000 decrease
in savings  accounts.  Since March 31, 2005, the Company has experienced a shift
in deposits as customers with generally  lower-yielding  savings accounts invest
those funds in generally  higher-yielding money market accounts and certificates
of deposit.

Stockholders' Equity

         Total  stockholders'  equity  decreased  $312,000,  or  0.5%,  to $57.0
million at June 30, 2007. The decrease was caused by a $367,000  increase in the
accumulated other  comprehensive loss and dividends paid of $149,000,  partially
offset by a $95,000  increase in paid-in capital,  net income of $49,000,  and a
$59,000 decrease in unearned shares due to the vesting of restricted  shares and
stock option expense, net of taxes.

                                       9
<page>

Comparison  of  Operating  Results for the Three  Months Ended June 30, 2007 and
2006

General

         The Company's  results of operations  depend  primarily on net interest
and dividend income,  which is the difference  between the interest and dividend
income earned on its interest-earning assets, such as loans and securities,  and
the interest expense on its interest-bearing  liabilities,  such as deposits and
borrowings.  The Company also generates noninterest income,  primarily from fees
and  service  charges.  Gains on  sales  of  securities  and  increases  in cash
surrender value of life insurance policies are additional sources of noninterest
income.  The  Company's  noninterest  expense  primarily  consists  of  employee
compensation and benefits,  occupancy and equipment expense,  advertising,  data
processing, professional fees and other operating expense.

Net Income

         For the three  months  ended June 30,  2007,  the Company  reported net
income for the  quarter  ended June 30,  2007 of  $49,000,  or $0.01 per diluted
share,  as compared to $270,000,  or $0.05 per diluted  share,  reported for the
same quarter a year ago. During the current year quarter,  the Company sold $6.7
million of  securities,  recording a loss of $225,000  ($199,000 on an after-tax
basis),  as it  restructured  its  balance  sheet to  provide a better  yield on
investments.  Exclusive of the loss on the sale of these securities,  net income
for the quarter would have been $248,000.

Net Interest and Dividend Income

         Net interest  and  dividend  income for the three months ended June 30,
2007 totaled $2.4 million  compared to $2.3 million for the same period in 2006,
representing  an increase  of $72,000 or 3.1%.  The change in net  interest  and
dividend   income  was   primarily   due  to  a  $27.1   million   increase   in
interest-earning  assets,  partially  offset  by a  $24.7  million  increase  in
interest-bearing  liabilities. The net interest margin decreased 25 basis points
to 3.60% for the three months  ended June 30, 2007 and the interest  rate spread
decreased  from  3.29%  for the  quarter  ended  June 30,  2006 to 2.86% for the
current year period.

         Interest and dividend  income amounted to $4.2 million and $3.5 million
for the  three  months  ended  June 30,  2007 and  2006,  respectively.  Average
interest-earning assets were $271.0 million for the quarter ended June 30, 2007,
an  increase of $27.1  million,  or 11.1%,  compared  to $243.9  million for the
quarter  ended June 30, 2006.  The increase in average  interest-earning  assets
resulted  primarily from the growth in the loan portfolio,  partially  offset by
decreases in the  investment  portfolio and federal  funds.  The yield earned on
average  interest-earning  assets  increased to 6.24% for the three months ended
June 30, 2007 from 5.87% for the three months ended June 30, 2006 due  primarily
to the increase in short-term rates and the growth in higher-yielding commercial
real estate, commercial and construction loans.

         Interest  expense  for the  quarter  was $1.8  million,  an increase of
$578,000,  or 48.1%,  from the $1.2  million  reported in the same  quarter last
year. Average interest-bearing liabilities grew $24.7 million during the quarter
ended June 30, 2007 from $186.7  million to $211.3  million  primarily  due to a
$12.0  million  increase  in the  average  balance  of  Federal  Home  Loan Bank
advances,  an $11.1 million increase in the average balance of  interest-bearing
deposits and a $1.6 million  increase in the average  balance of securities sold
under  agreements  to  repurchase.  The  average  rate paid on  interest-bearing
liabilities  increased  to 3.38% for the quarter  ended June 30, 2007 from 2.58%

                                       10
<page>

for the year ago period,  due primarily to the increase in the Federal Home Loan
Bank advances and securities  sold under  agreements to repurchase,  which carry
higher rates than deposits.  In addition,  the average rate paid on certificates
of deposit increased from 3.33% for the quarter ended June 30, 2006 to 4.25% for
the current year quarter as competition has increased for this type of deposit.

Provision for Loan Losses

         The provision for loan losses for the quarters  ended June 30, 2007 and
2006 was $62,000 and $61,000, respectively. The slight increase in the provision
for loan losses reflected  continued growth in the loan portfolio,  particularly
commercial real estate,  commercial and consumer loans,  which generally carry a
higher risk of default, partially offset by continued strong asset quality.

Noninterest Income

         For the quarter ended June 30, 2007,  the Company  recorded a charge of
$30,000 compared to income of $209,000 in the same quarter a year ago.  Exluding
the $225,000  loss on sales and calls of  securities  for the quarter ended June
30, 2007, noninterest income would have totaled $195,000.

Noninterest Expense

         Noninterest  expense  for the  quarter  ended  June  30,  2007 was $2.1
million,  an increase of $25,000 over the quarter ended June 30, 2006.  Salaries
and employee benefits increased $41,000,  or 3.5%, caused primarily by a $21,000
increase in stock  option  expense and a $32,000  increase  in  incentive  stock
expense as the Company granted  additional  incentive stock and stock options in
September 2006.

Provision for Income Taxes

         Income tax expense  increased  from $120,000 for the three months ended
June 30,  2006 to  $148,000  for the  three  months  ended  June 30,  2007.  The
effective tax rates were 75.1% and 30.8% for the three months ended June 30 2007
and 2006, respectively.  The $225,000 loss on sale of the mutual funds described
above is considered a capital loss and can only be offset by capital gains.  The
Company was able to offset  $68,000 of the loss from a capital gain recorded two
years  ago;  however  the  Company  is not able to record a tax  benefit  on the
remaining  $154,000  capital loss. The $154,000 is allowed to be carried forward
to offset future capital gains, if any.

Liquidity and Capital Resources

         The  term  liquidity  refers  to the  ability  of the  Company  and the
Association to meet current and future  short-term  financial  obligations.  The
Company and the Association  further define liquidity as the ability to generate
adequate  amounts of cash to fund loan  originations,  deposit  withdrawals  and
operating expenses.  Liquidity management is both a daily and long-term function
of business  management.  The Company's main source of liquidity is the proceeds
it  retained  from its stock  offering.  The  Association's  primary  sources of
liquidity are deposits, scheduled amortization and prepayments of loan principal
and  mortgage-related  securities,  security sales, funds provided by operations
and borrowings. The Association can borrow funds from the Federal Home Loan Bank
based on  eligible  collateral  of loans and  securities.  The  Association  had

                                       11
<page>

Federal  Home Loan Bank  borrowings  as of June 30, 2007 of $32.9  million  with
unused borrowing capacity of $38.4 million.

         The Association's  primary investing activities are the origination and
purchase of loans and the purchase of mortgage and investment securities. During
the three months ended June 30, 2007 and 2006, the Association originated loans,
net of  principal  paydowns of  approximately  $1.6  million  and $7.8  million,
respectively.  In  addition,  the Company  sold $1.8 million and $1.5 million of
loans for the quarters ended June 30, 2007 and 2006, respectively; and purchased
$959,000 and $249,000 of loans during the quarters ended June 30, 2007 and 2006,
respectively.  Purchases of investment  securities totaled $4.8 million and $7.2
million for the three months ended June 30, 2007 and 2006, respectively.

         Loan  repayment  and maturing  investment  securities  are a relatively
predictable  source  of  funds.  However,  deposit  flows,  calls  and  sales of
investment  securities and prepayments of loans and  mortgage-backed  securities
are strongly influenced by interest rates, general and local economic conditions
and competition in the marketplace.  These factors reduce the  predictability of
the timing of these sources of funds. Total deposits were $184.9 million at June
30, 2007, a $3.2 million  increase from the $181.7 million  balance at March 31,
2007.

         At June 30,  2007,  the  Association  had  outstanding  commitments  to
originate $5.9 million of loans,  and available home equity and unadvanced lines
of credit and construction loans of approximately  $11.0 million.  Management of
the  Association  anticipates  that it will  have  sufficient  funds to meet its
current loan commitments.  Retail certificates of deposit scheduled to mature in
one year or less at June  30,  2007  totaled  $93.7  million,  or 50.7% of total
deposits.  The Association  relies on competitive  rates,  customer  service and
long-standing  relationships  with  customers to retain  deposits.  Based on the
Association's   experience   with  deposit   retention  and  current   retention
strategies,  management  believes  that,  although it is not possible to predict
future terms and conditions upon renewal, a significant portion of such deposits
will remain with the Association.

         The Association was "well capitalized"  under regulatory  guidelines at
June  30,  2007  and  exceeded  each  of  the  applicable   regulatory   capital
requirements  at such date.  The table below  presents  the capital  required by
regulation  as a  percentage  of total assets and the  percentage  and the total
amount of capital maintained at June 30, 2007.

(dollars in thousands)
                               Required           Association
                               --------           -----------
Tier 1 Capital                     4%         $41,461    14.21%
Total Risk-Based Capital           8%         $43,395    24.93%
Tier 1 Risk-Based Capital          4%         $41,461    23.82%


         Management  is not aware of any known trends,  events or  uncertainties
that  will  have or are  reasonably  likely  to have a  material  effect  on the
Company's  or  the  Association's  liquidity,  capital  or  operations,  nor  is
management aware of any current recommendations by regulatory authorities which,
if  implemented,   would  have  a  material  effect  on  the  Company's  or  the
Association's liquidity, capital or operations.

         In addition to regulatory requirements,  we also manage our capital for
the benefit of our  stockholders.  The capital from the  offering  significantly

                                       12
<page>

increased our liquidity  and capital  resources.  The initial level of liquidity
will be reduced as net  proceeds  from the stock  offering  are used for general
corporate  purposes,  including the funding of lending activities and to pay the
cash  consideration  in the First  Valley  Bancorp  acquisition.  Our  financial
condition and results of  operations  have been enhanced by the capital from the
offering,  resulting in increased  net  interest-earning  assets and net income.
However,  the large increase in equity  resulting from the capital raised in the
offering has initially had an adverse impact on our return on equity. We may use
capital management tools such as cash dividends and share repurchases.

Off-Balance Sheet Arrangements

         In addition to the normal course of operations, the Association engages
in a variety of  financial  transactions  that,  in  accordance  with  generally
accepted accounting  principals,  are not recorded in our financial  statements.
These transactions  involve,  to varying degrees,  elements of credit,  interest
rate and  liquidity  risk.  Such  transactions  are  used  primarily  to  manage
customers' requests for funding and take the form of loan commitments,  lines of
credit and letters of credit.

         For the three months ended June 30, 2007, the Association engaged in no
off-balance  sheet  transactions  reasonably likely to have a material effect on
our financial condition, results of operations or cash flows.

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

         The Company's  management,  including the Company's principal executive
officer and principal financial officer, have evaluated the effectiveness of the
Company's  "disclosure controls and procedures," as such term is defined in Rule
13a-15(e)  promulgated  under the  Securities  Exchange Act of 1934, as amended,
(the  "Exchange  Act").  Based upon their  evaluation,  the principal  executive
officer and principal  financial  officer  concluded  that, as of the end of the
period covered by this report, the Company's  disclosure controls and procedures
were effective for the purpose of ensuring that the  information  required to be
disclosed  in the reports that the Company  files or submits  under the Exchange
Act with the  Securities  and Exchange  Commission  (the "SEC") (1) is recorded,
processed,  summarized  and reported  within the time  periods  specified in the
SEC's rules and forms,  and (2) is accumulated and communicated to the Company's
management,  including its principal  executive officer and principal  financial
officer, as appropriate to allow timely decisions regarding required disclosure.

         There have been no  changes  in the  Company's  internal  control  over
financial  reporting  identified in connection  with the evaluation  required by
Rule 13a-15 that  occurred  during the  Company's  last fiscal  quarter that has
materially  affected or is reasonably likely to materially affect, the Company's
internal control over financial reporting.

                                       13
<page>

                           PART II. OTHER INFORMATION

Item 1.  Legal Proceedings.
         -----------------

         The Company is not involved in any pending legal proceedings other than
routine legal  proceedings  occurring in the ordinary  course of business.  Such
routine legal  proceedings,  in the aggregate,  are believed by management to be
immaterial to the Company's financial condition or results of operations.

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds.
         -----------------------------------------------------------

         There were no shares of common stock  repurchased by the Company in the
quarter ended June 30, 2007.

Item 3.  Defaults Upon Senior Securities.
         -------------------------------

         None.

Item 4.  Submission of Matters to a Vote of Security Holders.
         ---------------------------------------------------

         None.

Item 5.  Other Information.
         -----------------

         None.

Item 6.  Exhibits.
         --------

         3.1   Articles of Incorporation of New England Bancshares, Inc. *
         3.2   Bylaws of New England Bancshares, Inc. *
         4.1   Specimen stock certificate of New England Bancshares, Inc.*
         31.1  Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer
         31.2  Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer
         32.1  Section 1350 Certification of Chief Executive Officer
         32.2  Section 1350 Certification of Chief Financial Officer
         -----------------------------
         *     Incorporated   by   reference   into  this   document   from  the
               Registration  Statement on Form SB-2 (No. 333-128277) as filed on
               September 13, 2005.

                                       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.


                                       NEW ENGLAND BANCSHARES, INC.


Dated: August 13, 2007              By: /s/ Scott D. Nogles
       --------------------            -----------------------------------------
                                            Scott D. Nogles
                                            Chief Financial Officer


Dated: August 13, 2007              By: /s/ David J. O'Connor
       --------------------            -----------------------------------------
                                            David J. O'Connor
                                            Chief Executive Officer



                                       15