UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington D. C. 20549
                                  FORM 10-QSB/A
                   QUARTERLY REPORT UNDER SECTION 13 or 15 (d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
                  For the quarterly period ended June 30, 2004
                        Commission file number 333-63432
                           Atlantic Wine Agencies Inc.
        (Exact name of small business issuer as specified in its charter)



                 Florida                               65-110237
    (State or other jurisdiction of                (I.R.S. Employer
     incorporation or organization)               Identification No.)


                               Golden Cross House
                               8 Duncannon Street
                                     London
                                    WC2N 4JF
                    (Address of principal executive offices)

                               011-44-797-905-7708
                           (Issuer's telephone number)

Check  whether  the issuer  (1) has 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_______

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date.

The number of shares of the issuer's outstanding common stock, which is the only
class of its common equity, on August 18, 2004 was 104,063,027.


<PAGE>


ITEM 1 FINANCIAL STATEMENTS




Description                                                                 Page
                                                                             No.
FINANCIAL INFORMATION:

Financial Statements

Consolidated Balance Sheets at June 30, 2004
   (Unaudited).............................................................  3

Consolidated  Statement of Operations  for the Three Months Ended
   June 30,  2004 4 and for the Period from March 1, 2004 to June
   30, 2004 (Unaudited)....................................................  4

Consolidated  Statements of Cash Flows for the Three Months Ended
   June 30,  2004 and for the  Period  from March 1, 2004 to June
   30, 2004 (Unaudited)....................................................  5

Notes to Consolidated Financial Statements (Unaudited).....................  6



                                2
<PAGE>


ITEM 1. FINANCIAL STATEMENTS


                  ATLANTIC WINE AGENCIES, INC. and SUBSIDIARIES
                    (Formerly New England Acquisitions, Inc.)

                           CONSOLIDATED BALANCE SHEET
                                  JUNE 30, 2004



CURRENT ASSETS
  Cash                                                              $   309,944
  Accounts receivable                                                    21,534
  Inventory                                                             300,359
                                                                    -----------
      Total Current Assets                                              631,837

OTHER ASSETS
   Property, plant and equipment, net                                 2,399,271
                                                                    -----------

                                                                    $ 3,031,108
                                                                    ===========

                      LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
  Accounts payable                                                  $    76,431
   Accrued expenses                                                      30,000
                                                                    -----------
      Total Current Liabilities                                         106,431

LONG-TERM DEBT
  Due to principal stockholders                                         298,618

STOCKHOLDERS' EQUITY
   Common stock authorized 150,000,000
     shares; $0.00001 par value; issued
     and outstanding 104,063,027 shares                                   1,041
   Additional contributed capital                                     3,861,839
  Other comprehensive income                                            128,544
   Deficit accumulated during Development Stage                      (1,365,365)
                                                                    -----------

      Total Stockholders' Equity                                      2,626,059
                                                                    -----------

                                                                    $ 3,031,108
                                                                    ===========






                  See accompanying notes to financial statements.


                                       3
<PAGE>


                  ATLANTIC WINE AGENCIES, INC. and SUBSIDIARIES
                    (Formerly New England Acquisitions, Inc.)

                      CONSOLIDATED STATEMENTS OF OPERATIONS


                                                                     Period
                                                 For the Three    March 1, 2004
                                                 Months Ended    (Inception) to
                                                   June 30,          June 30,
                                                     2004              2004
                                                 ------------      ------------


NET SALES                                        $     56,143      $     56,143

COSTS AND EXPENSES
   Cost of goods sold                                 128,107           128,107
   Stock Based Compensation                           999,000         1,139,000
   Selling, general and administrative                148,849           148,849
   Depreciation and amortization                        5,543             5,543
                                                 ------------      ------------

         Total Costs and Expenses                   1,281,499         1,421,499
                                                 ------------      ------------

NET OPERATING LOSS                                 (1,225,356)       (1,365,356)

OTHER EXPENSE
   Interest expense                                        (9)               (9)
                                                 ------------      ------------

NET LOSS                                          $(1,225,365)     $ (1,365,365)
                                                 ============      ============

NET LOSS PER SHARE, basic and diluted            $      (0.02)     $      (0.02)
                                                 ============      ============

Weighted average number of
  common shares outstanding                        67,799,291        67,799,291
                                                 ============      ============


Note: The Company had no operating  abilities for the  comparable  period ending
June 30, 2003.






                  See accompanying notes to financial statements.


                                       4

<PAGE>


                  ATLANTIC WINE AGENCIES, INC. and SUBSIDIARIES
                    (Formerly New England Acquisitions, Inc.)

                      CONSOLIDATED STATEMENTS OF CASH FLOWS

<TABLE>
                                                                                   Period
                                                           For the Three       March 1, 2004
                                                           Months Ended       (Inception) to
                                                              June 30,           June 30,
                                                            -----------         -----------
<CAPTION>
<S>                                                         <C>                 <C>

CASH FLOWS FROM OPERATING ACTIVITIES                               2004                2004

   Net loss for period                                      $(1,225,365)        $(1,365,365)
   Non-cash item included in net loss:
     Stock based compensation                                   999,000           1,139,000
     Depreciation and amortization                                5,574               5,574
  Changes in operating assets and liabilities:
     Accounts receivable                                         (4,610)             (4,610)
     Inventory                                                  (57,931)            (57,931)
     Accounts payable                                            58,872              58,872
     Accrued expenses                                           (13,500)            (13,500)
     Increase in due to principal stockholders                  298,618             298,618
                                                            -----------         -----------
           Net Cash (Used In) Provided by Operating
                 Activities                                      60,658              60,658
CASH FLOWS FROM FINANCING ACTIVITIES
   Cash acquired in acquisition                                 120,742             120,742
                                                            -----------         -----------
         Net Cash Provided by  Financing  Activities            120,742             120,742
                                                            -----------         -----------

EFFECT OF EXCHANGE RATE CHANGES ON CASH                         128,544             128,544
                                                            -----------         -----------
NET (DECREASE) INCREASE IN CASH                                 309,944             309,944
CASH AND CASH EQUIVALENTS AT
    BEGINNING OF PERIOD
                                                            -----------         -----------
CASH AT END OF PERIOD                                       $   309,944         $   309,944
                                                            ===========         ===========

SUPPLEMENTAL DISCLOSURE OF CASH
  FLOW INFORMATION
   Cash paid for interest                                   $         9         $         9

</TABLE>






                 See accompanying notes to financial statements.



                                       5


<PAGE>


                          Atlantic Wine Agencies, Inc.
                          (A Development Stage Company)
                                and Subsidiaries

                 Consolidated Statement of Stockholders' Equity
                                  June 30, 2004




<TABLE>
                                                     Common Stock                                         Accumulated
                                               -------------------------       Paid in      Accumulated  Comprehensive
                                                 Shares         Amount         Capital        Deficit        Income         Total
                                               ----------     ----------     ----------     ----------     ----------    ----------

<CAPTION>
<S>                                            <C>            <C>            <C>            <C>            <C>            <C>
New Heights 560 Holdings, LLC
    capital contribution December
    15, 2003 - Note A                              50,000     $   50,000                                                 $   50,000
Additional capital contribution
    March 2004                                                               $2,673,880                                   2,673,880
                                               ----------     ----------     ----------     ----------     ----------    ----------
Total New Heights 560 Holdings,
     LLC prior to reverse merger                   50,000         50,000      2,673,880                                   2,723,880
Merger with Atlantic Wine Agencies,
    Inc.:
Cancellation of New Heights 560
    Holdings, LLC outstanding shares              (50,000)       (50,000)        50,000
Equity of Atlantic Wine Agencies,
    Inc. at March 31, 2004                         63,027              1         69,355        (69,356)
Capitalization of Atlantic Wine
    Agencies, Inc. accumulated deficit                                          (69,356)        69,356
Issuance of 100,000,000 shares to
    acquire New Heights 560 Holdings,
    LLC                                        100,000,000         1,000         (1,000)
Issuance of common stock to consul-
    tants @ $0.035 per share                    4,000,000             40        139,960       (140,000)
Transfer of 39,960,000 shares from
    controlling stockholder to employees                                        999,000                                     999,000
 Net loss for the three months
    ended April 30, 2004                                                                    (1,225,365)    $  128,544    (1,096,821)
                                               ----------     ----------     ----------     ----------     ----------    ----------

                                               104,063,027    $    1,041     $3,861,839     $(1,365,365)   $  128,544    $2,626,059
                                               ==========     ==========     ==========     ==========     ==========    ==========
</TABLE>






                  See accompanying notes to financial statements.


                                       6

<PAGE>


                             ATLANTIC WINE AGENCIES,
                              INC. and SUBSIDIARIES
                    (Formerly New England Acquisitions, Inc.)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 2004


NOTE A -  BASIS OF PRESENTATION

        The accompanying  condensed  consolidated financial statements have been
        prepared in accordance with generally accepted accounting principles for
        interim financial information.  Accordingly,  they do not include all of
        the information and footnotes required by generally accepted  accounting
        principles  for  complete  financial  statements.   In  the  opinion  of
        management,  all adjustments  (consisting of normal recurring  accruals)
        considered  necessary  in  order to make the  financial  statements  not
        misleading  have been included.  Results for the three months ended June
        30,  2004 are not  necessarily  indicative  of the  results  that may be
        expected for the year ending March 31,  2005.  For further  information,
        refer to the financial  statements and footnotes thereto included in the
        Atlantic Wine Agencies,  Inc., formerly New England Acquisitions,  Inc.,
        annual report on Form 10-KSB for the year ended March 31, 2004.

NOTE B - REVERSE MERGER

        On May 4, 2004,  the  stockholders  of New Heights 560  Holdings,  LLC a
        Cayman Island Limited Liability Company,  acquired 100,000,000 shares of
        Atlantic  Wine  Agencies,  Inc.  common  stock in an exchange of shares,
        thereby obtaining control of the company. Subsequent to the acquisition,
        New Heights 560 Holdings,  LLC controlled 99% of the outstanding  common
        stock of the company. In this connection,  New Heights 560 Holdings, LLC
        became a wholly owned  subsidiary of Atlantic Wine Agencies,  Inc. Prior
        to the  acquisition,  Atlantic Wine Agencies,  Inc. was a  non-operating
        public shell corporation. Pursuant to Securities and Exchange Commission
        rules, the merger or acquisition of a private  operating  company into a
        non-operating  public  shell  corporation  with  nominal  net  assets is
        considered a capital transaction.  Accordingly, for accounting purposes,
        the  acquisition  has been treated as an  acquisition of New Heights 560
        Holdings,  LLC by the Company and a  recapitalization  of Atlantic  Wine
        Agencies,  Inc. Since the merger is a recapitalization  of Atlantic Wine
        Agencies, Inc. and not a business combination,  pro-forma information is
        not presented.

NOTE C -  GOING CONCERN

        As indicated in the accompanying  financial statements,  the Company has
        incurred  cumulative net operating  losses of $1,365,365 since inception
        and is considered a company in the development stage. Management's plans
        include the raising of capital through the equity markets to fund future
        operations and the generating of revenue  through its business.  Failure
        to raise  adequate  capital and generate  adequate  sales revenues could
        result  in  the   Company   having  to  curtail  or  cease   operations.
        Additionally,  even if the  Company  does  raise  sufficient  capital to
        support its operating expenses and generate adequate revenues, there can
        be no  assurances  that the revenue will be  sufficient  to enable it to
        develop  business  to a level  where it will  generate  profits and cash
        flows from operations.  These matters raise  substantial doubt about the
        Company's  ability  to  continue  as  a  going  concern.   However,  the
        accompanying  financial statements have been prepared on a going concern
        basis,  which contemplates the realization of assets and satisfaction of
        liabilities in the normal course of business. These financial statements
        do not include any adjustments  relating to the recovery of the recorded
        assets or the  classification of the liabilities that might be necessary
        should the Company be unable to continue as a going concern.


                                       7

<PAGE>


                             ATLANTIC WINE AGENCIES,
                              INC. and SUBSIDIARIES
                    (Formerly New England Acquisitions, Inc.)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 2004


NOTE D - STOCK BASED COMPENSATION

        In May 2004, the controlling  stockholder  transferred 39,960,000 shares
        of his common  stock to the newly hired key  employees.  The shares were
        valued at $0.025 per share.


                                       8

<PAGE>


ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATION

The following  should be read in conjunction  with our financial  statements and
the related notes that appear  elsewhere in this Annual  Report.  The discussion
contains  forward-looking  statements  that  reflect  our plans,  estimates  and
beliefs.  Our actual results could differ materially from those discussed in the
forward-looking  statements.  Factors  that could cause or  contribute  to these
differences include, but are not limited to, those discussed below.

We have not had any significant revenues since inception.  Our sole objective is
to become an operating business.

Our  ability  to become  and  continue  as a going  concern  is  dependent  upon
obtaining additional substantial capital. Because we have virtually no funds and
no commitments which would enable us to obtain funds, we may exhaust our limited
financial resources before we are ever able to commence operations.

On  December  16,  2003,  the  Company had a change in control of its issued and
outstanding common stock. On this date,  Rosehill  Investments  Limited acquired
11,937,200  shares of the Company's  common stock  pursuant to a Stock  Purchase
Agreement  among  Rosehill  Investments  Limited and the Company,  Mr.  Jonathan
Reisman and Mr. Gary Cella. The agreement  provided for the shares to be sold as
follows:  9,234,520  shares from the Company;  1,379,600 shares from Mr. Reisman
and 1,323,100 shares from Mr. Cella ("Stock Sale").

As a result of the Stock Sale: (i) the directors of the Company resigned and new
directors were appointed;  (ii) obligations to the Company's  auditors,  lawyers
and service  providers  were  satisfied;  and (iii) the Company spun off its two
subsidiaries to its shareholders of record immediately prior to the Stock Sale.

RESULTS OF OPERATIONS

Operating  costs for the  period  from  inception  to June 30,  2004  aggregated
$1,281,499. This includes costs incurred as stock-based compensation of $999,000
and  operating  expenses  of  $282,508.  As a result of the above we  realized a
cumulative loss of $1,225,356 or $0.02 per share.

LIQUIDITY AND CAPITAL RESOURCES

For the three month period ended June 30, 2004,  net cash used to fund operating
activities totaled $60,658 and net cash provided by financing activities totaled
$120,742.

The Company has not generated  revenues and has financed its  operations to date
through capital contributions of its shareholders and has received $298,618 from
such contributions. Cash on hand was $309,944 as of June 30, 2004.


The  Company's  auditor  has raised its  doubts as to the  Company's  ability to
continue  as a going  concern.  The  Company's  management  plans to continue to
develop  its brand and  products  in the market  place with the intent  that the
business will be self  sustaining  from a cash flow  standpoint  within the next
twelve to eighteen months.  Although there is no written  agreement  between the
Company and those entities which have contributed  capital to the Company and no
assurances can be made regarding such  relationships,  the Company's  management
believes that it will continue to have access to the necessary funds to maintain
its operations for the next twelve months or more.


                                       9

<PAGE>

DEVELOPMENT AND INTEGRATION OF BUSINESS MODEL

It is the Company's  current  intention to enter the South African  wine-growing
and  wine  distribution  business.   Presently,  the  Company  is  investigating
potential  acquisitions  of assets and is in  discussions  with  possible  joint
venture candidates in South Africa and elsewhere.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

The Company's  discussion and analysis of its financial condition and results of
operations are based upon the its financial statements, which have been prepared
in  accordance  with  accounting  principles  generally  accepted  in the United
States.  The preparation of these financial  statements  requires the Company to
make  estimates  and  judgments  that  affect  the  reported  amounts of assets,
liabilities,  revenues and expenses, and related disclosure of contingent assets
and  liabilities.  On an on-going  basis,  the Company  evaluates its estimates,
including  those  related  to bad  debts,  income  taxes and  contingencies  and
litigation,  when  applicable.  The Company  bases its  estimates on  historical
experience and on various other  assumptions  that are believed to be reasonable
under  the  circumstances,  the  results  of which  form the  basis  for  making
judgments about carrying  values of assets and liabilities  that are not readily
apparent  from other  sources.  Actual  results may differ from these  estimates
under different assumptions or conditions.



Item 3. Controls and Procedures.

    (a) Our  principal  executive  officer and principal  financial  officer has
    evaluated the  effectiveness  of our disclosure  controls and procedures (as
    defined in Exchange Act Rules 13a-14 and 15d-14) as of a date within 90 days
    prior to the filing date of this quarterly report and has concluded that our
    disclosure controls and procedures are adequate.

    (b) There were no significant  changes in our internal  controls or in other
    factors that could  significantly  affect these  controls  subsequent to the
    date of their  evaluation,  including any corrective  actions with regard to
    significant deficiencies and material weaknesses.

    (c) Not applicable


                                       10

<PAGE>


                                     PART II
Item 1. Legal Proceedings
None.

Item 2. Changes in Securities
None

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 and Reports on Form 8-K

a. Exhibit Index

Exhibit 31.1 Certification of President and Principal Financial Officer

Exhibit 32.1 Certification of President and Principal Financial Officer


                                       11

<PAGE>

b. Reports on Form 8-K

On May 17,  2004,  the Company  filed an 8-K with the  Securities  and  Exchange
Commission  with  respect  to a change of  control  (file no.  333-63432)  which
occurred on May 4, 2004. On such date the Company acquired all of the issued and
outstanding  shares of New Heights 560 Holdings  LLC, a Cayman  Islands  limited
liability  corporation  ("New  Heights"),  in exchange  for One Hundred  Million
shares  of its  restricted  common  stock  which is equal to 99.9% of the  total
outstanding  shares of the  Company's  common stock (this  transaction  shall be
referred to as the "Merger"). As a result of the Merger, the Company now has two
wholly owned  subsidiaries,  Mount Rozier Estates (Pty) Limited and Mount Rozier
Properties  (Pty)  Limited.  Such  companies  own a world class  vineyard in the
Stellenbosch  region of Western Cape, South Africa. The vineyard and surrounding
properties  consist of 105 hectares of arable land for  viticultural  as well as
residential and commercial  purposes.  In the opinion of the management the site
is a world  class  site in  terms  of  location,  soil  composition  and  future
development potential.

                                   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.

ATLANTIC WINE AGENCIES INC.

/s/ Adam Mauerberger
----------------------
Name: Adam Mauerberger
Title: President, Chief Financial Officer and Chairman of the Board
Date:  August 9, 2005