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 December 31, 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 44 207 887 6015
                           (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 February 14, 2005 was 104,063,027.

<PAGE>

ITEM 1 FINANCIAL STATEMENTS

Description                                                             Page No.
FINANCIAL INFORMATION:

Financial Statements

Consolidated Balance Sheets at December 31, 2004 (Unaudited)............    F-1

Consolidated Statement of Operations (Unaudited)........................    F-2

Consolidated Statements of Cash Flows (Unaudited) ......................    F-3

Notes to Consolidated Financial Statements (Unaudited)..................    F-4


<PAGE>


ITEM 1. FINANCIAL STATEMENTS

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

                           CONSOLIDATED BALANCE SHEET
                                DECEMBER 31, 2004

CURRENT ASSETS
   Cash                                                            $    187,510
   Accounts receivable                                                2,213,439
   Inventory                                                          1,725,272
   Work in progress                                                      95,800

   Prepaid expenses                                                      11,964
                                                                   ------------
         Total Current Assets                                         4,233,985

OTHER ASSETS
   Property, plant and equipment, net                                10,892,575
   Trademarks and goodwill                                            3,681,478
                                                                   ------------

                                                                   $ 18,808,038
                                                                   ============

                      LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
   Accounts payable                                                $  1,608,689
   Notes payable to bank                                              3,061,040
   Accrued expenses                                                   1,799,082
                                                                   ------------
         Total Current Liabilities                                    6,468,811

LONG-TERM DEBT
   Due to principal stockholders                                      3,200,000

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                                    13,861,839
   Deficit accumulated during Development Stage                      (2,343,414)
   Comprehensive loss                                                (2,380,239)
                                                                   ------------

         Total Stockholders' Equity                                   9,139,227
                                                                   ------------

                                                                   $ 18,808,038
                                                                   ============

                 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  Nine  March 1, 2004
                                           Months Ended     Months Ended  (Inception) to
                                            December 31,    December 31,   December 31,
                                               2004            2004            2004
                                           ------------    ------------    ------------
<S>                                        <C>             <C>             <C>
NET SALES                                  $    700,670    $  3,456,840    $  3,484,683

COSTS AND EXPENSES
   Cost of goods sold                           729,027       2,601,967       2,609,289
   Selling, general and administrative          425,527       1,570,533       1,611,660
   Stock based compensation                     999,000       1,139,000
   Depreciation and amortization                106,844         406,432         408,148
                                           ------------    ------------    ------------
         Total Costs and Expenses             1,261,398       5,577,932       5,768,097
                                           ------------    ------------    ------------

NET OPERATING LOSS                             (560,728)     (2,121,092)     (2,283,414)

OTHER EXPENSE
   Interest expense                              20,000          60,000          60,000
                                           ------------    ------------    ------------
                                                 20,000          60,000          60,000
                                           ------------    ------------    ------------

NET LOSS $                                     (580,728)   $ (2,181,092)   $ (2,343,414)
                                           ============    ============    ============

NET LOSS PER SHARE, basic and diluted      $      (0.01)   $      (0.02)   $      (0.03)
                                           ============    ============    ============

Weighted average number of common shares
   outstanding                               89,330,887      89,330,887      89,330,887
                                           ============    ============    ============
</TABLE>

Note: The Company had no operating abilities for the comparable period ending
December 31, 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 Nine  March 1, 2004
                                                     Months Ended (Inception) to
                                                      December 31,  December 31,
CASH FLOWS FROM OPERATING ACTIVITIES                     2004            2004
                                                      -----------    -----------
<S>                                                   <C>            <C>
   Net loss for period                                $(2,181,092)   $(2,343,414)
   Non-cash item included in net loss:
     Stock based compensation                             999,000      1,139,000
     Depreciation and amortization                        100,844        408,148
  Changes in operating assets and liabilities:
     Accounts receivable                               (2,213,439)    (2,213,439)
     Inventory                                         (1,821,072)    (1,821,072)
     Accounts payable                                   1,608,689      1,608,689
     Accrued expenses                                   1,799,082      1,799,082
     Increase in due to principal stockholders          1,469,899      3,200,000
                                                      -----------    -----------

           Net Cash (Used In) Provided by Operating
                 Activities                               363,275        363,275

CASH FLOWS FROM INVESTING ACTIVITIES                   (2,899,645)    (2,899,645)
                                                      -----------    -----------

         Net Cash Used in Investing Activities         (2,899,645)    (2,899,645)

CASH FLOWS FROM FINANCING ACTIVITIES
   Capital contributions                                2,723,880      2,723,880
                                                      -----------    -----------

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

NET INCREASE IN CASH                                      187,510        187,510

CASH AND CASH EQUIVALENTS AT
    BEGINNING OF PERIOD

                                                      -----------    -----------
CASH AT END OF PERIOD                                 $   187,510    $   187,510
                                                      ===========    ===========
</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
                                December 31, 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
                 nine months ended December 31, 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/A filed in January 2005.

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's 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 minimal net assets, is considered a capital
                 transaction. Accordingly, for accounting purposes, the
                 acquisition has been created as an acquisition of New Heights
                 560 Holdings, LLC by Atlantic Wine Agencies, Inc. and a
                 recapitalization of such. 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
                $2,380,239 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)
                                December 31, 2004

NOTE D - DUE TO PRINCIPAL STOCKHOLDERS

                 At December 31, 2004, principal stockholders have advanced the
                 Company approximately $3,200,000 for working capital. As of
                 October 8, 2004, the Board of Directors has agreed to make the
                 stockholder loan a convertible demand promissory note maturing
                 December 1, 2005. Such loans are non-interest bearing and on
                 September 18, 2004, Atlantic Wine Agencies, Inc. ("Company")
                 entered into an agreement to issue 20,000,000 shares of its
                 common stock to the stockholder 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 $223,797.18
                 Australian dollars for working capital, and assume a
                 $4,081,387.21 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.

NOTE E - SUBSEQUENT EVENT

                 In January 2005, the Company closed on a line of credit in
                 which the Company can borrow up to 80% of its combined
                 Australian sales not to exceed $4,000,000 Australian dollars.
                 The line will be secured by the Australian subsidence sales and
                 assets. The loan bears interest at the rate of 1% over libor
                 rate.


                                      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.

Overview

Atlantic Wine Agencies Inc acquired its first premium wine estate Mount Rozier
in the Stellenbosch region of the Western Cape, South Africa.

The Company has been in a development stage for the last year, developing and
producing branded wines from the market and upgrading the vineyards and
property. No sales of a material nature were made, since inception, however
potential sales are likely in the second quarter of 2005, with the additional
benefit of sales from our Australian operation (See Dominion Acquisition below)
coming through in the first quarter of 2005.

2005 is a key year for Atlantic Wine Agencies and its subsidiaries. We are
aiming to consolidate and integrate our businesses through sharing and
implementing best practices and to improve overall operating and control
procedures. As part of this process we have streamlined our operations by
computerising as much as possible both in administration and production - the
full benefit of which will not be seen until the later part of 2005.

Our strategy is to combine our resources and, where possible, source on a global
basis with the support of a limited network of local suppliers. This will enable
us to fully utilise economies of scale for the benefit of the group.

Domestic sales have already started Australia and are in line with our projected
budgets. We anticipate that 2005 will see a significant increase in sales of
wines in the UK, Europe, USA and the Far East as we introduce the wines to the
markets and widen our distribution network.

There have also been major changes in not only improving the vineyards and
quality of fruits and wines but also commencement of phase 1 of our leisure and
lifestyle development. Substantial resource has been invested into these
projects by strengthening the management team and laying down the foundations
for the business to grow further.

Additionally, considerable investments have been put into the upgrade of the
winery and tasting area raising the standard of the facility to compete with
premium international operations.

A brand concept has been developed in three distinct categories under the Mount
Rozier label, being premium quality high end wines; Rozier Bay a distinct mid
priced range and Rozier Reef the lower but quality end of the wines. Our goal is
to have all wines over-deliver in their price range.

During the year the Company secured the services of two highly respected and
regarded professionals within the wine trade, Christopher Burr MW and Larry
Cherubino, to oversee best practice and strategy on the wine quality and brand
building side of our business. With the addition of expert and strategic
management, Mount Rozier range has already started winning awards through the
industry a cited by such publications as the "Platter Guide" and "Decanter
Magazine" which further endorses our belief that we are located in the best
viticulture growing area within the Western Cape.

                                       1
<PAGE>

Finished products are now in the UK and the full range will be available in the
UK through strategic outlets, followed by sales in Germany and the Netherlands.

On the leisure side we are looking to commence the development on our property
in Stellenbosh with the upgrade of the winery and infrastructure improvements.
This will subsequently facilitate the implementation of a world-class
development, thus improving and increasing the overall value of our assets.

Feasibility studies for the hotel and leisure development are advanced and
underway for a complete hotel and leisure development within planning constrains
in Western Cape on the Mount Rozier Estate. Phase 2 and 3 will commence probably
in the latter part of 2005.

Dominion Acquisiton

In the 3rd quarter of 2004, we further acquired and merged with the Dominion
Wine Estates and Property in Australia, a `State of the art' winery located in
550 hectares of land known as Alexander Park in the Strathbogie region approx
150km North of Melbourne, Australia. In exchange for all of the issued and
outstanding shares of each of those entities the Company issued 20,000,000
shares of its common stock to the shareholders of the Dominion 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 cancelled 20,000,000 shares of
its common stock held by certain stockholders.

The property in Australia has been identified as an ideal location for the
production of premium wine grapes. At full capacity the Australian winery is
able to process up to 7,500 tons of fruit. It has two key functions. The first
is the production our own brands, (Alexander Park and Vinus) and the second
function is to provide contract winemaking services for numerous Australian wine
companies, presently including Southcorp. There are synergies which compliment
each business therefore the merger allows Atlantic Wine Agencies to open up each
other, markets where Mount Rozier get distribution exposure in the growing Asian
market, Singapore, China. Japan , Malaysia and Vietnam, and Dominion Wines to
get Exposure to the European Markets.

Plan of Operation

The business plan calls for the consolidation of Mount Rozier in South Africa
and Dominion Wines in Australia, after a year of acquisitions and developments.
Mount Rozier has developed 3 tiers price pointed ranges of wines, each distinct
in character, in total there are 15 SKUs in the Ranges. Dominion Wines have
already established premium branded wines through their Vilnus and Alexander
Park ranges.

2005 will see sales in volume in the UK, Australia, Vietnam, Singapore, Denmark;
with target markets in Germany, Netherlands, China, Japan and other Far East and
European Countries following thereafter.

At our vineyard in Stellenbosh considerable investments were made in 2004 after
the acquisition both in the vineyards and barrel store Area including a state of
the art wine tasting area which will improve the overall quality of our wines as
well as increase the asset value of the property.

                                       2
<PAGE>

The company is dependent on further working capital and structured financing in
order to meets its obligations and deliver the business plan in 2005.
Negotiations are underway with strategic banks to facilitate a part of the
requirement.

The company is evaluation and carrying out a number of feasibility studies
regarding development of the leisure facilities in South Africa with Architects
and surveyors, restructuring of the South African Operations means that there is
a dedicated Development Director in place to oversee the day to day
developments. These studies take into account social, environmental, and
economic impact in the region as a result of the proposed development. The aim
is to see the economic and profitability of the project for the Company. The
study are for:

-     Water and power requirements for the farm and the leisure development

-     Development of a 20 unit/apartment development

-     Development of a 50/70 luxury hotel and leisure centre

-     Development of a themed picnic/events area on the farm

-     Wine tasting and retail area

-     Expansion of the barrel and storage area on the estate in South Africa

-     Upgrading offices and convention centre (underway 50% completed)

-     Computerisation of the accounting, logistics production and distribution
      services.

A number of trade shows will be attended to show our wines both from Australia
and South Africa,The south African wines have already been granted favourable
reviews attaining 4 star plus status in the trade platters guide. Keen interest
has been shown in our products across all the ranges in South Africa, UK, and
other European countries.

The Company envisages that certain wine making equipment will have to be
purchased in order to expand the winery in a 100 ton production boutique winery,
significant changes have already been made.

We have invested in additional management team in South Africa and Australia
with further appointments likely in the first quarter of 2005. These will be key
positions in the organisation. We operate on a flat structure

It is likely that further funding will be required to continue operating,
however cash-flow and profitability should not be confused, the products are
profitable but due to the upfront costs additional capital will be required in
order to produce next years wines, but the investment is not as heavy as the
initial production costs for the first batch of wines as most of the set up
costs incurred are a one off.

The first half of 2005 will see sales in the UK with Australia delivering volume
sales in the first half of 2005 as well. This should continue through the year
with a major impact after the wine trade show in Dusseldorf, Germany in Late
March 2005.

RESULTS OF OPERATIONS

We are currently in the development stage and have generated $3,456,840 from
sales of our wines for the nine months ending December 31, 2004. We have
financed our operations to date through the capital contributions of key
shareholders.

Operating costs for the period from inception to December 31, 2004 aggregated
$4,749,097. The majority of these costs were maintenance and marketing expenses
related to our South African and Australian vineyard operations. As a result of
the above we realized a cumulative loss of $1,284,414 or .010 per share.

                                       3
<PAGE>

Operating costs for the nine-month period ended December 31, 2004 aggregated
$4,578,932. Again, the majority of these costs were due to maintaining the South
African and Australian winery operations. As a result of the above we realized a
loss of $1,122,092 for the nine-month period ended December 31, 2004 or $.009
per share.

LIQUIDITY AND CAPITAL RESOURCES

From inception through December 31, 2004, net cash used to fund operating
activities totaled $2,723,880, net cash utilized by investing activities totaled
$(2,899,645). For the nine-month period ended December 31, 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
$3,200,000 to stockholders in the form of a demand convertible promissory note
which is interest free and convertible at the market. Such Note matures on
December 1, 2005. As a result, cash on hand was $187,510 as of December 31,
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.

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 99.1 Certification of President and Principal Financial Officer

Exhibit  99.2 Certification of President and Principal Financial Officer


                                       6
<PAGE>

b. Reports on Form 8-K

On October 28, 2004, the Company filed an 8-K with the Securities and Exchange
Commission with respect to the addition of Messrs. Andrew Bayley and Carl Voss
to the Company's Board of Directors.

                                   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 and Principal Financial Officer
Date:  August 9, 2005


                                       7