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 September
                                    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 November 18, 2004 was 104,063,027.


                                       1
<PAGE>

ITEM 1 FINANCIAL STATEMENTS

<TABLE>
<CAPTION>
<S>                                                                                                               <C>
Description                                                                                                  Page No.

FINANCIAL INFORMATION:

Financial Statements
                                                                                                                F-1
Consolidated Balance Sheets at September 30, 2004 (Unaudited)...............................................

Consolidated Statement of Operations for the Three and Six Months Ended September 30, 2004, respectively and
for the Period from March 1, 2004 to September 30, 2004 (Unaudited)............... ..........................   F-2

Consolidated Statements of Cash Flows for the Six Months Ended September 30, 2004 and for the Period from
March 1, 2004 to September 30, 2004 (Unaudited) ............................................................    F-3

Notes to Consolidated Financial Statements (Unaudited)......................................................    F-4
</TABLE>


                                       2
<PAGE>

ITEM 1. FINANCIAL STATEMENTS

                  ATLANTIC WINE AGENCIES, INC. and SUBSIDIARIES
                    (Formerly New England Acquisitions, Inc.)
                          (A Development Stage Company)

                           CONSOLIDATED BALANCE SHEET
                               SEPTEMBER 30, 2004

<TABLE>
<CAPTION>
<S>                                                                               <C>
CURRENT ASSETS
   Cash                                                                           $   156,109
   Accounts receivable                                                                 30,000
   Inventory                                                                        1,145,949
                                                                                  -----------
         Total Current Assets                                                       1,332,058

OTHER ASSETS
   Property, plant and equipment, net                                               2,547,076
   Trademarks                                                                          47,521
                                                                                  -----------

                                                                                  $ 3,926,655
                                                                                  ===========

                            LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
   Accounts payable                                                               $   659,423
   Accrued expenses                                                                    32,197
                                                                                  -----------
         Total Current Liabilities                                                    691,620

LONG-TERM DEBT
   Due to principal stockholders                                                      895,152

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
   Deficit accumulated during Development Stage                                    (1,522,997)
                                                                                  -----------

         Total Stockholders' Equity                                                 2,339,883
                                                                                  -----------

                                                                                  $ 3,926,665
                                                                                  ===========
</TABLE>

                 See accompanying notes to financial statements.


                                      F-1
<PAGE>

                  ATLANTIC WINE AGENCIES, INC. and SUBSIDIARIES
                    (Formerly New England Acquisitions, Inc.)
                          (A Development Stage Company)

                      CONSOLIDATED STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>
                                                                              Period
                                           For the Three     For the Six    March 1, 2004
                                           Months Ended     Months Ended   (Inception) to
                                           September 30,    September 30,  September 30,
                                               2004            2004            2004
                                           ------------    ------------    ------------
<S>                                        <C>             <C>             <C>
NET SALES                                  $     63,893    $    120,036    $    120,036

COSTS AND EXPENSES
   Cost of goods sold                           (27,659)        100,448         100,448
   Selling, general and administrative          231,786         380,635         410,635
   Stock based compensation                     999,000       1,139,000
   Depreciation and amortization                  2,335           7,878           7,878
                                           ------------    ------------    ------------

         Total Costs and Expenses               206,462       1,487,961       1,657,961
                                           ------------    ------------    ------------

NET OPERATING LOSS                             (142,569)     (1,367,925)     (1,537,925)

OTHER EXPENSE
   Currency exchange gain                        14,937          14,937          14,937
   Interest expense                                  (9)             (9)
                                           ------------    ------------    ------------
                                                 14,937          14,928          14,928
                                           ------------    ------------    ------------

NET LOSS $(127,632)                        $ (1,352,997)   $ (1,522,997)
                                           ============    ============    ============

NET LOSS PER SHARE, basic and diluted      $      (0.01)   $      (0.02)   $      (0.02)
                                           ============    ============    ============

Weighted average number of common shares
   outstanding                               85,830,887      85,830,887      85,830,557
                                           ============    ============    ============
</TABLE>

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

                 See accompanying notes to financial statements.


                                      F-2
<PAGE>

                  ATLANTIC WINE AGENCIES, INC. and SUBSIDIARIES
                    (Formerly New England Acquisitions, Inc.)
                          (A Development Stage Company)

                      CONSOLIDATED STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>
                                                                        Period
                                                     For the Six    March 1, 2004
                                                      Months Ended  (Inception) to
                                                      September 30, September 30,
CASH FLOWS FROM OPERATING ACTIVITIES                      2004           2004
                                                       -----------    -----------
<S>                                                    <C>            <C>
   Net loss for period                                 $(1,352,997)   $(1,522,997)
   Non-cash items included in net loss:
     Stock based compensation                              999,000      1,139,000
     Depreciation and amortization                           7,878          7,878
  Changes in operating assets and liabilities:
     Accounts receivable                                   (30,000)       (30,000)
     Inventory                                          (1,145,949)    (1,145,949)
     Accounts payable                                      659,423        659,423
     Accrued expenses                                        2,197         32,197
     Increase in due to principal stockholders             895,152        895,152
                                                       -----------    -----------

           Net Cash  Provided by Operating
                 Activities                                 34,704         34,704

CASH FLOWS FROM INVESTING ACTIVITIES                    (2,602,475)    (2,602,475)
                                                       -----------    -----------
         Net Cash Used in Investing Activities          (2,602,475)    (2,602,475)
                                                       -----------    -----------
CASH FLOWS FROM FINANCING ACTIVITIES
   Capital contribution                                  2,723,880      2,723,880
                                                       -----------    -----------

         Net Cash Provided by  Financing  Activities     2,723,880      2,723,880
                                                       -----------    -----------

NET  INCREASE IN CASH                                      156,109        156,109

CASH AND CASH EQUIVALENTS AT
    BEGINNING OF PERIOD
                                                       -----------    -----------
CASH AT END OF PERIOD                                  $   156,109    $   156,109
                                                       ===========    ===========
</TABLE>


                 See accompanying notes to financial statements.


                                      F-3
<PAGE>

                  ATLANTIC WINE AGENCIES, INC. and SUBSIDIARIES
                    (Formerly New England Acquisitions, Inc.)
                          (A Development Stage Company)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               September 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 six months ended September 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 and the Form
           8-K filed in September 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. and its officers and directors replaced
           New Heights 560 Holdings', LLC officers and directors. 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 $1,522,997 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.


                                      F-4
<PAGE>

                  ATLANTIC WINE AGENCIES, INC. and SUBSIDIARIES
                    (Formerly New England Acquisitions, Inc.)
                          (A Development Stage Company)

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                               September 30, 2004

NOTE D-  DUE TO PRINCIPAL STOCKHOLDERS

         At September 30, 2004, principal stockholders have advanced the Company
         $895,152 for working capital. Such loans are non-interest bearing and
         have no specific maturity date for repayment.

NOTE E -  ACQUISITION OF AUSTRALIAN WINERY AND VINEYARD

         On September 13, 2004, Atlantic Wine Agencies, Inc. ("Company") entered
         into an agreement to issue 20,000,000 shares of its common stock to the
         stockholders of Dominion Wines, Ltd. and Dominion Estates Pty., Ltd. in
         exchange for all of the issued and outstanding shares of each of those
         entities. Additionally, the Company will make a payment of
         $3,136,202.87 Australian dollars to National Australian Bank to settle
         a loan facility held by Dominion Wines, Ltd., advance Dominion wines
         $223,797.13 Australian dollars for working capital and assume a
         $4,081,387.11 Australian dollar loan held by the commonwealth Bank of
         Australia. The Company also canceled 20,000,000 shares of its common
         stock which were held by certain stockholders.

         Since the Company is currently in the process of completing its
         acquisition audit and obtaining asset valuations, the effect of this
         transaction has not been included in the Company's balance sheet as at
         September 30, 2004 nor has it been included in the statement of
         operations for the three and six months ended September 30, 2004.
         Preliminary and unaudited financial data is presented below:

                Balance Sheet:
                    Current assets                         $  4,714,506
                    Fixed assets, net                        14,528,830
                    Trademarks                                   46,958
                                                          -------------
                         Total Assets                        19,290,294

                    Less: current liabilities
                      Bank debt                               7,441,387
                      Other liabilities                       2,380,307
                                                          -------------

                         Net Assets                        $  9,468,600
                                                          =============

         Preliminary and unaudited operating data for the year ended June 30,
2004 is as follows:

                Total revenue                              $  4,660,705
                Cash and expenses:
                    Cost of goods sold                        3,024,348
                    General and administrative expense        1,600,599
                                                          -------------
                         Total Expense                        4,624,947

        Net Income                                         $     35,758
                                                          ==============


                                      F-5
<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.

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.

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. and its officers and directors replaced New Heights
560 Holdings', LLC officers and directors. 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 Atlantic Wine Agencies, Inc. and a recapitalization of such.

On September 13, 2004, Atlantic Wine Agencies, Inc. ("Company") entered into an
agreement to issue 20,000,000 shares of its common stock to the stockholders of
Dominion Wines, Ltd. and Dominion Estates Pty., Ltd. in exchange for all of the
issued and outstanding shares of each of those entities. Additionally, the
Company agreed to make payments of $3,136,202.87 Australian dollars to National
Australian Bank to settle a loan facility held by Dominion Wines, Ltd., advance
Dominion wines $223,797.13 Australian dollars for working capital and assume a
$4,081,387.11 Australian dollar loan held by the commonwealth Bank of Australia.
The Company also proposed canceling 20,000,000 shares of its common stock held
by certain stockholders. The Company anticipates closing that transaction in the
near future.

ITEM 2. - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (CONTINUED)

RESULTS OF OPERATIONS

We are currently in the development stage and have generated $120,036 from sales
of our wines for the six months ending September 30, 2004. We have financed our
operations to date through capital contributions from our key shareholders.

Operating costs for the period from inception to September 30, 2004 aggregated
$658,691. The majority of these costs were maintenance and marketing expenses
related to our South African vineyard operation. As a result of the above we
realized a cumulative loss of $523,997 or .006 per share.


                                       3
<PAGE>

Operating costs for the six-month period ended September 30, 2004 aggregated
$488,691. Again, the majority of these costs were due to maintaining the South
African winery operation. As a result of the above we realized a loss of
$368,925 for the six-month period ended September 30, 2004 or $.004 per share.

Atlantic's Board of Directors consists of Messrs. Adam Mauerberger and Andrew
Bayley.

LIQUIDITY AND CAPITAL RESOURCES

From inception through September 30, 2004, net cash used to fund operating
activities totaled $2,723,880, net cash utilized by investing activities totaled
$(2,602,475). For the six-month period ended September 30, 2004, net cash used
to fund operating activities totaled $2,723,880.

The Company has generated minimal revenues and has financed its operations to
date primarily through the capital contributions of certain stockholders and the
assumption of debt from certain stockholders. To date the company owes $895,152
to stockholders in the form of a demand promissory note, the specific terms of
which remain open. As a result, cash on hand was $156,109 as of September 30,
2004.


                                       4
<PAGE>

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. 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.

Development and Integration of Business Model

It is the Company's current intention to continue developing its South African
wine-growing and wine distribution business as well as its newly acquired
Australian 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, Australia and elsewhere.

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


                                       5
<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


                                       6
<PAGE>

b. Reports on Form 8-K

On September 16, 2004, the Company filed an 8-K with the Securities and Exchange
Commission with respect to the entry into a material definitive agreement which
occurred on September 13, 2004. On such date, the Company agreed to issue
20,000,000 shares of its common stock to the shareholders of Dominion Wines Ltd
and Dominion Estates Pty Ltd in exchange for all of the issued and outstanding
ordinary shares of each of those entities. Dominion Wines and Dominion Estates
are Australian based winery operations with potential leisure development.
As a result of the Exchange Transaction, the Company anticipates acquiring all
of the assets and liabilities of both Dominion Wines and Dominion Estates in the
near future.

                                   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


                                       7
<PAGE>