UNITED STATES
                         SECURITIES AND EXCHANGE COMMISSION
                               WASHINGTON, D.C. 20549

                                    FORM 10-KSB

(Mark One)

 [X]  ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
      ACT OF 1934

                       For the Fiscal Year Ended December 31, 2004

 [ ]  TRANSITIONAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934

                             Commission File No. 000-49682

                             NEWFIELD ACQUISITION CORP.
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                  (Name of Small Business Issuer in its Charter)

              Delaware                              01-0558022
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(State or other jurisdiction           (I.R.S. Employer Identification No.)
  of incorporation or organization)

             38 Fox Run Road, Monroe, Connecticut  06468
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Address of principal executive offices           Zip Code

                   Issuer's telephone number:  (203) 261-5698
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       SECURITIES REGISTERED UNDER SECTION 12(g) OF THE EXCHANGE ACT

                         Common Stock, $.0001 Par Value
---------------------------------------------------------------------------
                                (Title of Class)

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  [  ]

Check if there is no disclosure of delinquent filers in response to Item 405
of Regulation S-B is not contained in the form, and no disclosure will be
contained, to the best of Registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of the Form
10-K.  [X]

State issuer's revenues for its most recent fiscal year:   $ 0.

State the aggregate market value of the voting and non-voting common equity
held by non-affiliates computed by reference to the price at which the common
equity was sold, or the average bid and asked price of such common equity, as
of a specified date within the past 60 days: Since there is no trading market
for Registrant's securities, no estimate as to the market value can be given.

State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date:  As of February 11, 2005,
there were 5,000,000 shares of our common stock outstanding.

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



                                  TABLE OF CONTENTS

PART I

Item 1.   Description of Business.................................          3
Item 2.   Description of Properties...............................          4
Item 3.   Legal Proceedings.......................................          4
Item 4.   Submission of Matters to a Vote of Security Holders.....          4

PART II

Item 5.   Market for Common Equity and Related Stockholder Matters          4
Item 6.   Management's Discussion and Analysis or Plan of Operations        4
Item 7.   Financial Statements....................................         12
Item 8.   Changes in and Disagreements with Accountants on
            Accounting and Financial Disclosure...................         22
Item 8A.  Controls and Procedures.................................         22
Item 8B.  Other Information.......................................         22

PART III

Item 9.   Directors, Executive Officers, Promoters and Control
           Persons; Compliance with Section 16(a) of the Exchange Act      23
Item 10.  Executive Compensation..................................         24
Item 11.  Security Ownership of Certain Beneficial Owners and
           Management and Related Stockholder Matters.............         25
Item 12.  Certain Relationships and Related Transactions..........         25
Item 13.  Exhibits and Reports on Form 8-K........................         27
Item 14.  Principal Accountant Fees and Services..................         28



                                  PART I


Item 1.   DESCRIPTION OF BUSINESS

Newfield Acquisition Corp. (the "Company" or "we") was incorporated under the
laws of the State of Delaware on January 2, 2002.  We were formed as a blank
check company for the purpose of seeking to complete a merger or business
acquisition transaction.  We have not been involved in any bankruptcy,
receivership or similar proceeding.  We have not been involved in any material
reclassification, merger consolidation, or purchase or sale of a significant
amount of assets not in the ordinary course of business.

Since inception we have conducted virtually no business operations other than
organizational activities and filing of periodic reports as required by the
Securities Exchange Act of 1934.  We have no full-time employees and own no
real estate or personal property.

We have voluntarily filed a registration statement on Form 10-SB in order to
become a 12(g) registered company under the Securities Exchange Act of 1934.
As a "reporting company," we may be more attractive to a private acquisition
target because our common stock shares may thereby be quoted on the OTC
Bulletin Board.  As a result of filing the registration statement, we are
obligated to file with the Securities and Exchange Commission (the "SEC")
certain interim and periodic reports including an annual report.

We are a blank check company whose business plan is to seek, investigate, and,
if warranted, acquire one or more properties or businesses, and to pursue
other related activities intended to enhance shareholder value.  The
acquisition of a business opportunity may be made by purchase, merger,
exchange of stock, or otherwise, and may encompass assets or a business
entity, such as a corporation, joint venture, or partnership.  We have no
capital, and it is unlikely that we will be able to take advantage of more
than one such business opportunity.  We intend to seek opportunities
demonstrating the potential of long-term growth as opposed to short-term
earnings.

To date we have not identified any business opportunity, and nor has our
officer, director and promoter had any preliminary contact or discussion with
any specific candidate for acquisition. There are no proposals, arrangements,
or understandings with any representatives of the owners of any business or
company regarding the possibility of an acquisition transaction.

The proposed business activities described herein classify us as a blank check
company.  Many states have enacted statutes, rules and regulations limiting
the sale of securities of blank check companies in their respective
jurisdictions. We do not intend to undertake any offering of our securities,
either debt or equity, until such time as we have successfully implemented our
business plan described herein. We have no current plans, proposals,
arrangements or understandings with respect to issuance of additional
securities prior to the location of a merger or acquisition candidate. There
have been no arrangements, agreements (including derivative agreements),
contracts that give or will give anyone else an interest in the Company. Our
shareholder has not used our shares to secure a loan.


Item 2.  DESCRIPTION OF PROPERTY

We own no properties, and we have no current plan to acquire any properties.
We currently maintain a mailing address at the office of Newfield Capital,
Inc., the sole shareholder of the Company, at no cost to us. Newfield Capital,
Inc. has agreed to continue this arrangement until we complete a business
combination.


Item 3.  LEGAL PROCEEDINGS

We are not a party to any material pending legal proceedings.


Item 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

No matter was submitted to a vote of stockholders in the fourth quarter of
2004.



                                 PART II

Item 5.   MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

Market Information

There is no trading market for our common stock.  There are no current plans,
proposals, arrangements or understandings with any person with regard to the
development of a trading market in any of our securities.

Holders

As of the date of this report, there was one (1) holder of record for our
common shares.  We have only one class of stock outstanding.

Dividends

We have not paid any dividends since our incorporation and there are no current
plans to do so in the foreseeable future.

There are no restrictions in our Articles of Incorporation or Bylaws that
prevent us from declaring dividends.  The Delaware Revised Statutes, however,
do prohibit us from declaring dividends, after giving effect to the
distribution of the dividend: (i) we would not be able to pay our debts as
they become due in the usual course of business; or (ii) our total assets
would be less than the sum of our total liabilities plus the amount that
would be needed to satisfy the rights of shareholders who have preferential
rights superior to those receiving the distribution.

Securities Authorized for Issuance under Equity Compensation Plans

We do not have any compensation plan under which equity securities are
authorized for issuance.

Recent Sales of Unregistered Securities; Use of Proceeds From Registered
Securities

During the period covered by this report, we have not sold any equity
securities that were not registered under the Securities Act of 1933; and we
have not registered any of our securities to be sold under the Securities Act
of 1933.

Purchase of Equity Securities by the Issuer and affiliated Purchasers

During the year ended December 31, 2004, there were no any repurchases made
by us, or on behalf us, or by our affiliated purchaser, of shares or other
units of any class of our equity securities that is registered by us pursuant
to section 12 of the Exchange Act of 1934, as amended.


Item 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

This report contains forward-looking statements. These statements involve
known and unknown risks, uncertainties and other factors that may cause our
actual results, levels of activity, performance or achievements to differ
materially from any future results, levels of activity, performance or
achievements expressed or implied by these forward-looking statements. You
can identify forward-looking statements by terminology such as "may," "will,"
"should," "expects," "intends," "plans," "anticipates," "believes,"
"estimates," "predicts," "potential," "continues" or the negative of these
terms or other comparable terminology. These risks and other factors include
those listed under "Risk Factors Relating to Our Business" and elsewhere in
this report. Although we believe that the expectations reflected in the
forward-looking statements are reasonable, we cannot guarantee future results,
levels of activity, performance or achievements. You should not place undue
reliance on any forward-looking statements as they reflect our management's
view only as of the date of this report. We will not update any forward-
looking statements to reflect events or circumstances that occur after the
date on which such statement is made.

Plan of Operation

Our purpose is to seek, investigate and, if such investigation warrants, merge
or acquire an interest in business opportunities presented to us by persons
or companies who or which desire to seek the perceived advantages of a
Securities Exchange Act of 1934 registered corporation.  To date we have no
particular acquisitions in mind and have not entered into any negotiations
regarding such an acquisition, and neither our officer and director nor any
promoter and affiliate has engaged in any negotiations with any representatives
of the owners of any business or company regarding the possibility of a merger
or acquisition between us and such other company.

Search for Business Opportunities

Our search will be directed toward small and medium-sized enterprises, which
have a desire to become reporting corporations and which are able to provide
audited financial statements.  We do not propose to restrict our search for
business opportunities to any particular geographical area or industry, and
may, therefore, engage in essentially any business, to the extent of its
limited resources.  This includes industries such as service, manufacturing,
high technology, product development, medical, communications and others.
Our discretion in the selection of business opportunities is unrestricted,
subject to the availability of such opportunities, economic conditions, and
other factors.  No assurance can be given that we will be successful in
finding or acquiring a desirable business opportunity, and no assurance can
be given that any acquisition, which does occur, will be on terms that are
favorable to us.

Business opportunities may come to our attention from various sources,
including professional advisers such as attorneys and accountants, venture
capitalists, members of the financial community, and others who may present
unsolicited proposals.  In case required by federal securities laws, we intend
to retain a registered broker-dealer to effect the transactions in our
securities.

We have entered into a services agreement with Newfield Capital Inc. to
supervise the search for target companies as potential candidates for a
business combination. Under the agreement, Newfield Capital agreed to (i)
assist us in the preparation and filing with the SEC of a registration
statement on Form 10-SB for our common stock; (ii) assist us in the location
and review of potential target companies for a business combination; (iii)
assist us in the preparation and filing with the SEC of all required filings
under the Securities Exchange Act of 1934; and (iv) we may use the offices
of Newfield Capital as our mailing address without any rent payments.
Additionally, Newfield Capital agreed to pay on behalf of us all corporate,
organizational and other costs incurred or accrued by us until effectiveness
of a business combination without repayment.  This agreement will continue
until such time as we have effected a business combination.

In the event of a successful merger or acquisition, we may pay a finder's fee,
in the form of cash or common stock in the merged entity retained by us, to
persons instrumental in facilitating the transaction. The amount of any
finder's fee will be subject to negotiation, and cannot be estimated at this
time, but is expected to be comparable to consideration normally paid in like
transactions. Any cash finder's fee earned will need to be paid by the
prospective merger or acquisition candidate, as we have no cash assets with
which to pay such obligation. No fees of any kind will be paid to our promoter
and management or his associates or affiliates.

Evaluation of Business Opportunities

The analysis of business opportunities will be under the supervision of our
sole officer and director, who is not a professional business analyst.  In
analyzing prospective business opportunities, we will consider such matters
as available technical, financial and managerial resources; working capital
and other financial requirements; history of operations; prospects for the
future; nature of present and expected competition; the quality and experience
of management services which may be available; the potential for growth or
expansion; the perceived public recognition or acceptance of products,
services, or trades; name identification; and other relevant factors. In many
instances, it is anticipated that the historical operations of a specific
business opportunity may not necessarily be indicative of the potential for
the future because of a variety of factors, including, but not limited to,
the possible need to expand substantially, shift marketing approaches, change
product emphasis, change or substantially augment management, raise capital
and the like.

The Exchange Act requires that any merger or acquisition candidates comply
with all applicable reporting requirements, which include providing audited
financial statements to be included in the reporting filings made under the
Exchange Act.  Thus, in the event we successfully completes the acquisition
of or merger with an operating business entity, that business entity must
provide audited financial statements for at least two most recent fiscal years
or, in the event the business entity has been in business for less than two
years, audited financial statements will be required from the period of
inception. The time and additional costs that may be incurred by some target
entities to prepare such statements may significantly delay or essentially
preclude consummation of an otherwise desirable acquisition by us.  Merger
or acquisition candidates that do not have, or are unable to provide
reasonable assurances that they will be able to obtain the required audited
financial statements would not considered to be appropriate for merger or
acquisition so long as the reporting requirements of the Exchange Act are
applicable. We will not acquire or merge with any entity that cannot provide
audited financial statements at or within a required period of time after
closing of the proposed transaction.

When a non-reporting company becomes the successor of a reporting company by
merger, consolidation, exchange of securities, acquisition of assets or
otherwise, the successor company is required to provide in a Form 8-K current
report the same kind of information that would appear in a registration
statement, including audited and pro forma financial statements.  SEC treats
these Form 8-K filings in the same way it treats the registration statements
on Form 10-SB filings.  SEC may issue substantive comments on the sufficiency
of the disclosures represented.

Acquisition of a Business Opportunity

In implementing a structure for a particular business combination, we may
become a party to a merger, consolidation, reorganization, joint venture, or
licensing agreement with another entity.  It may also acquire stock or assets
of an existing business.  In connection with a merger or acquisition, it is
highly likely that an amount of stock constituting control of us would either
be issued by us or be purchased from our current principal stockholder by the
acquiring entity, and accordingly, the shareholders of the target company,
typically, become the majority of the shareholders of the combined company,
the board of directors and officers of the target company become the new
board and officers of the combined company and often the name of the target
company becomes the name of the combined company.

It is anticipated that any securities issued as a result of consummation of
a business combination will be issued in reliance upon one or more exemptions
from registration under applicable federal and state securities laws to the
extent that such exemptions are available.  In some circumstances, however,
as a negotiated element of the transaction, we may agree to register all or
a part of such securities immediately after the transaction is consummated
or at specified times thereafter.  If such registration occurs, of which there
can be no assurance, it will be undertaken by the surviving entity after we
have consummated a business combination and we are no longer considered a
blank check company.  There are no plans, proposals, arrangements or
understandings with respect to the issuance of additional securities.

While the actual terms of a transaction to which we may be a party cannot be
predicted, it may be expected that the parties to the business transaction
will find it desirable to avoid the creation of a taxable event and thereby
structure the acquisition in a "tax-free" reorganization under Sections 351
or 368 of the Internal Revenue Code of 1986, as amended.  In order to obtain
tax-free treatment, it may be necessary for the owners of the surviving
entity to own 80% or more of the voting stock of the surviving entity. In this
event, our existing shareholder would retain less than 20% of the issued and
outstanding shares of the surviving entity, which could result in significant
dilution in the equity of such shareholders.  However, treatment as a tax-
free reorganization will not be a condition of any future business combination
and if it is not the case, we will not obtain an opinion of counsel that the
reorganization will be tax-free.

Investment Company Act of 1940

Although we are subject to regulation under the Securities Exchange Act of
1934, we believe we will not be subject to regulation under the Investment
Company Act of 1940, insofar as we will not be primarily engaged in the
business of investing or trading in securities.  In the event we engage in a
business combination that results in us holding passive investment interests
in a number of entities, we could be subject to regulation under the
Investment Company Act of 1940.  In such event, we would be required to
register as an investment company and could be expected to incur significant
registration and compliance costs. We have obtained no formal determination
from the SEC as to our status under the Investment Company Act of 1940 and,
consequently, any violation of such Act would subject us to material adverse
consequences.

Results of Operations

Since inception we have virtually conducted no business operations other than
organizational activities and filing of periodic reports as required by the
Securities Exchange Act of 1934.  For the year ended December 31, 2004, we
generated no revenues, and we incurred expenses of $1,000.

Liquidity and Capital Resources

At December 31, 2004, we had no assets and no liabilities.  We incur expenses
due to the legal and accounting services required to prepare and file reports
with the SEC.  It is anticipated that such expenses will be paid by Newfield
Capital, Inc., our sole shareholder.  In January 2002, we entered an agreement
with Newfield Capital, Inc. Under the agreement, Newfield Capital agreed to
pay, on behalf of us, all corporate, organizational, and other costs incurred
by us.  We have no any other financial sources available.  If Newfield Capital
fails to pay such expenses, there would be substantial doubt about our ability
to continue as a going concern.  It is not anticipated that we will raise fund,
either debt or equity, while we are still a blank check company.  We will not
borrow any funds to make any payments to our promoter or management.


                                RISK FACTORS

Our business is subject to numerous risk factors, including, but not limited
to, the following:

WE HAVE NO OPERATING HISTORY, NO ASSETS, AND NO SOURCE OF REVENUE. We have no
operating history nor any revenues or earnings from operations. We have no
assets or financial resources.  We will, in all likelihood, continue to
sustain operating expenses without corresponding revenues, at least until the
consummation of a business combination.  This may result in us incurring a
net operating loss until we can consummate a business combination with a target
company. There is no assurance that we can identify such a target company and
consummate such a business combination.

WE HAVE ONLY ONE DIRECTOR AND OFFICER. Because management consists of only one
person, while seeking a business combination, he will be the only person
responsible in implementing our business plan. We do not benefit from multiple
judgments that a greater number of directors or officers would provide, and we
will rely completely on the judgment of our one officer and director when
selecting a target company. We have not entered employment agreement with our
sole executive office. We have not obtained key man life insurance on him.

THE PROPOSED OPERATIONS OF THE COMPANY ARE SPECULATIVE.  The success of our
proposed plan of operation will depend to a great extent on the operations,
financial condition and management of the identified target company.  While
business combinations with entities having established operating histories are
preferred, there can be no assurance that we will be successful in locating
candidates meeting such criteria.  The decision to enter into a business
combination will likely be made without detailed feasibility studies,
independent analysis, market surveys or similar information which, if we had
more funds available to it, would be desirable. There is no assurance that we
can identify a target company and consummate a business combination.

CONFLICTS OF INTEREST.  Certain conflicts of interest exist between us and our
sole officer and director, who has other business interests to which he
currently devotes attention, and is expected to continue to do so. As a result,
conflicts of interest may arise that can be resolved only through his exercise
of judgment in a manner which is consistent with fiduciary duties to us.  We
have adopted a policy that we will not seek a merger with, or acquisition of,
any entity in which management serves as officer, director or partner, or in
which he or his family members own or hold any ownership interest.

REGULATIONS OF PENNY STOCKS.  The SEC has adopted a number of rules to regulate
"penny stocks."  Such rules include Rule 3a51-1 and Rules 15g-1 through 15g-9
under the Securities Exchange Act of 1934, as amended.  Because our securities
may constitute "penny stocks" within the meaning of the rules (as any equity
security that has a market price of less than $5.00 per share or with an
exercise price of less than $5.00 per share, largely traded in the NASD's OTC
Bulletin Board or the "Pink Sheets"), the rules would apply to the Company and
to its securities.

The SEC has adopted Rule 15g-9 which established sales practice requirements
for certain low price securities.  Unless the transaction is exempt, it shall
be unlawful for a broker or dealer to sell a penny stock to, or to effect the
purchase of a penny stock by, any person unless prior to the transaction:
(i) the broker or dealer has approved the person's account for transactions in
penny stock pursuant to this rule and (ii) the broker or dealer has received
from the person a written agreement to the transaction setting forth the
identity and quantity of the penny stock to be purchased. In order to approve
a person's account for transactions in penny stock, the broker or dealer must:
(a) obtain from the person information concerning the person's financial
situation, investment experience, and investment objectives; (b) reasonably
determine that transactions in penny stock are suitable for that person, and
that the person has sufficient knowledge and experience in financial matters
that the person reasonably may be expected to be capable of evaluating the
risks of transactions in penny stock; (c) deliver to the person a written
statement setting forth the basis on which the broker or dealer made the
determination (i) stating in a highlighted format that it is unlawful for the
broker or dealer to affect a transaction in penny stock unless the broker
or dealer has received, prior to the transaction, a written agreement to the
transaction from the person; and (ii) stating in a highlighted format
immediately preceding the customer signature line that (iii) the broker or
dealer is required to provide the person with the written statement; and (iv)
the person should not sign and return the written statement to the broker or
dealer if it does not accurately reflect the person's financial situation,
investment experience, and investment objectives; and (d) receive from the
person a manually signed and dated copy of the written statement. It is also
required that disclosure be made as to the risks of investing in penny stock
and the commissions payable to the broker-dealer, as well as current price
quotations and the remedies and rights available in cases of fraud in penny
stock transactions. Statements, on a monthly basis, must be sent to the
investor listing recent prices for the Penny Stock and information on the
limited market.

LACK OF MARKET RESEARCH.  We have neither conducted, nor have others made
available to us, results of market research indicating that market demand
exists for the transactions contemplated by us.  Even in the event a business
opportunity is identified for a merger or acquisition, there is no assurance
we will be successful in completing any such business combination.

COMPETITION.  We are and will continue to be an insignificant participant in
the business of seeking mergers with, joint ventures with and acquisitions of
small private and public entities. A large number of established and well-
financed entities, including venture capital firms, are active in mergers and
acquisitions of companies that may be desirable target candidates for us.
Nearly all such entities have significantly greater financial resources,
technical expertise and managerial capabilities than us and, consequently, we
will be at a competitive disadvantage in identifying possible business
opportunities and successfully completing a business combination. Moreover,
we will also compete in seeking merger or acquisition candidates with other
public blank check companies, some of which may also have funds available for
use by an acquisition candidate.

PROBABLE CHANGE IN CONTROL AND MANAGEMENT.  In conjunction with completion of
a business acquisition, it is anticipated that we will issue an amount of our
authorized but unissued common stock that represents the greater majority of
the voting power and our equity, which will, in all likelihood, result in
shareholders of a target company obtaining a controlling interest in us.  As
a condition of the business combination agreement, our current shareholder may
agree to sell or transfer all or a portion of our common stock he owns so to
provide the target company with all or majority control. The resulting changes
in control of us will likely result in removal of our present officer and
director and a corresponding reduction in or elimination of his participation
in our future business affairs.

NO PUBLIC MARKET EXISTS.  There is currently no public market for our
securities, and no assurance can be given that a market will develop or that
a shareholder ever will be able to liquidate his investment without
considerable delay, if at all. If a market should develop, the price may be
highly volatile.  Owing to the low price of the securities, many brokerage
firms may not be willing to effect transactions in the securities.  Moreover,
many lending institutions will not permit the use of such securities as
collateral for any loans.

DOING BUSINESS IN A FOREIGN COUNTRY. We may effectuate a business combination
with a merger target whose business operations or even headquarters, place of
formation or primary place of business are located outside the United States.
In such event we may face significant additional risks associated with doing
business in that country.  In addition to the language barriers, different
presentations of financial information, different business practices, and other
cultural differences and barriers that may make it difficult to evaluate such
a merger target, ongoing business risks result from the international political
situation, uncertain legal systems and applications of law, prejudice against
foreigners, corrupt practices, uncertain economic policies and potential
political and economic instability that may be exacerbated in various foreign
countries.

TAXATION. Federal and state tax consequences will, in all likelihood, be major
considerations in any business combination that we may undertake. Currently,
such transaction may be structured so as to result in tax-free treatment to
both companies, pursuant to various federal and state tax provisions.  We
intend to structure any business combination so as to minimize the federal and
state tax consequences to both us and the target entity; however, there can
be no assurance that such business combination will meet the statutory
requirements of a tax- free reorganization or that the parties will obtain the
intended tax-free treatment upon a transfer of stock or assets. A non-
qualifying reorganization could result in the imposition of both federal and
state taxes, which may have an adverse effect on both parties to the
transaction.


Item 7.  FINANCIAL STATEMENTS

We are an inactive entity as defined by Section 3-11 of Regulation S-X.
Accordingly, the financial statements required for purposes of reports pursuant
to the Securities Exchange Act of 1934 may be unaudited.



                             NEWFIELD ACQUISITION CORP.
                           (A DEVELOPMENT STAGE COMPANY)

                                  BALANCE SHEET
                       As of December 31, 2004 and 2003
                                   (Unaudited)


                                      ASSETS
                                                      2004           2003
                                                   -----------  ------------

CURRENT ASSETS..............................       $        0    $        0
                                                   ----------    ----------
OTHER ASSETS................................                0             0
                                                   ----------    ----------
TOTAL ASSETS................................       $        0    $        0
                                                   ==========    ==========

                        LIABILITIES AND STOCKHOLDER'S EQUITY

CURRENT LIABILITIES.........................       $        0    $        0
                                                   ----------    ----------
TOTAL LIABILITIES...........................                0             0
                                                   ----------    ----------
STOCKHOLDER'S EQUITY:
 Preferred Stock, $.0001 par value, 20,000,000
  shares authorized, none issued and outstanding            -             -

 Common Stock, $.0001 par value, 80,000,000
  shares authorized, 5,000,000 issued and outstanding     500           500

Additional paid-in capital..................            2,854         1,854
Deficit accumulated during development stage          (3,354)       (2,354)
                                                  -----------    ----------
 Total Stockholder's Equity.................                0             0
                                                  -----------    ----------
TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY..       $        0     $       0
                                                  ===========    ==========


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








                            NEWFIELD ACQUISITION CORP.
                          (A DEVELOPMENT STAGE COMPANY)

                            STATEMENT OF OPERATIONS
                For the Year Ended December 31, 2004 and 2003
                                  (Unaudited)

                                                      2004           2003
                                                  ------------   ------------

Sales......................................       $          -   $          -
                                                  ------------   ------------
Operating Expenses:
 General and administrative expenses.......              1,000          1,010
                                                  ------------   ------------
Total expenses.............................              1,000          1,010
                                                  ------------   ------------
Income (loss) before income taxes..........            (1,000)        (1,010)
                                                  ------------   ------------

Provision for income taxes.................                  -              -

Net loss...................................       $    (1,000)   $    (1,010)
                                                  ============   ============

Basic loss per common share................       $      (.00)   $      (.00)
                                                  ============   ============
weighted average number
 of common shares outstanding..............          5,000,000      5,000,000
                                                  ============   ============


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






                              NEWFIELD ACQUISITION CORP.
                           (A DEVELOPMENT STAGE COMPANY)

                   STATEMENT OF CHANGES IN STOCKHOLDER'S EQUITY
                  For the Years Ended December 31, 2004 and 2003
                                    (Unaudited)

<TABLE>
<CAPTION>

                                 Common Stock        Additional      Deficit Accumulated
                              Shares      Amount   Paid-in Capital  During Development Stage   Total
                           ------------  --------  ---------------  ------------------------ ---------

                             <c>        <c>         <c>                   <c>              <c>
Balance at
 Dec. 31, 2002              5,000,000    $  500     $    844         $       (1,344)         $    -

Fair value of
 Expenses contributed               -        -        1,010                       -           1,010

Net loss for the year
  Ended Dec. 31, 2003               -        -            -                 (1,010)         (1,010)

Balance at
  Dec. 31, 2003             5,000,000      500        1,854                 (2,354)               0
                          -----------  ---------  ---------------- -----------------------  --------
Fair value of
 Expenses contributed               -        -        1,000                      -            1,000

Net loss for the year
  Ended Dec. 31, 2004               -        -            -                (1,000)          (1,000)

Balance at
  Dec. 31, 2004            5,000,000  $   500      $  2,854           $    (3,354)          $     0
                          ==========  ========   ===============   =======================  ========



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

</TABLE>





                              NEWFIELD ACQUISITION CORP.
                            (A DEVELOPMENT STAGE COMPANY)


                              STATEMENT OF CASH FLOWS
                  For the Years Ended December 31, 2004 and 2003
                                   (Unaudited)


                                                       2004          2003
                                                   ------------- ------------

CASH FLOWS FROM OPERATING ACTIVITIES:
 Net loss...................................       $   (1,000)   $    (1,010)
 Adjustment to reconcile net loss
  to net cash used by operating activities..                 -              -
                                                   ------------  ------------
Net cash used in operating activities.......           (1,000)        (1,010)
                                                   ------------  ------------

CASH FLOWS FROM INVESTING ACTIVITIES........                -              -
                                                   ------------  ------------

CASH FLOWS FROM FINANCING ACTIVITIES:
 Contributed additional paid-in capital.....            1,000          1,010
                                                   ------------  ------------
Net cash provided by financing activities...            1,000          1,010
                                                   ------------  ------------

NET INCREASE (DECREASE).....................                -              -
                                                   ------------  ------------

CASH AND CASH EQUIVALENTS
  - at Beginning of Period..................                0              0
                                                   ------------  ------------
CASH AND CASH EQUIVALENTS
  - at End of Period........................       $        0    $         0
                                                   ============  ============


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





                               NEWFIELD ACQUISITION CORP.
                              NOTES TO FINANCIAL STATEMENTS
                                AS OF DECEMBER 31, 2003
                                      (UNAUDITED)


NOTE  1 - BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

A.  Organization and Business Operations

Newfield Acquisition Corp. (a development stage company)("the Company") was
incorporated in Delaware on January 2, 2002 to serve as a vehicle to effect a
merger, exchange of capital stock, asset acquisition or other business
combination with a domestic or foreign private business. At December 31, 2004,
the Company had not entered into any negotiations or agreements regarding
such transaction.

The year-end of the Company is December 31st for both book and tax purposes.

B.  Cash and Cash Equivalents

The Company considers all highly liquid investments purchased with an original
maturity of three months or less from the date of purchase that are readily
convertible into cash to be cash equivalents.

C.  Use of Estimates

The preparation of the financial statements in conformity with accounting
principles generally accepted in the United States requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date
of the financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those estimates.

D.  Income Taxes

The Company accounts for income taxes under the Financial Accounting Standards
Board of Financial Accounting Standards No. 109, "Accounting for Income Taxes"
("Statement 109"). Under Statement 109, deferred tax assets and liabilities
are recognized for the future tax consequences attributable to differences
between the financial statement carrying amounts of existing assets and
liabilities and their respective tax basis.  Deferred tax assets and
liabilities are measured using enacted tax rates expected to apply to taxable
income in the years in which those temporary differences are expected to be
recovered or settled.

Under Statement 109, the effect on deferred tax assets and liabilities of a
change in tax rates is recognized in income in the period that includes the
enactment date. There were no current or deferred income tax expense or
benefits due to the Company not having any material operations for the period
ended December 31, 2003.

E.  Net loss per share

Statement of Financial Accounting Standards No. 128, "Earnings per Share"
requires dual presentation of basic earnings per share ("EPS") and diluted EPS
on the face of all income statements issued after December 15, 1997 for all
entities with complex capital structures. Basic EPS is computed as net income
divided by the weighted average number of both classes of common shares
outstanding for the period. Diluted EPS reflects the potential dilution that
could occur from common stock equivalents such as common shares issuable
through stock options, warrants and other convertible securities. At December
31, 2004 and 2003, the Company had no outstanding common stock equivalents,
and only basic EPS is reported for the years then ended.

F.  New Accounting Pronouncements

In December 2002, the FASB issued SFAS No. 148, "Accounting for Stock-Based
Compensation, Transition and Disclosure, an amendment of FASB Statement No.
123." SFAS No. 148 provides alternative methods of transition for an entity
that voluntarily changes to the fair value based method of accounting for
stock-based employee compensation. It also amends the disclosure provisions
of SFAS No. 123 to require prominent disclosure about the effects of reported
net income of an entity's accounting policy decisions with respect to stock-
based employee compensation. Finally, this Statement amends APB Opinion
No. 28, Interim Financial Reporting, to require disclosure about those effects
in interim financial information.  The amendments to SFAS No. 123, which
provides alternative methods of transition for an entity that voluntarily
changes to the fair value based method of accounting for stock-based employee
compensation is effective for financial statements for fiscal years ending
after December 15, 2002.  The amendment to SFAS No. 123 relating to
disclosures and the amendment to Opinion 28 is effective for financial reports
containing condensed financial statements for interim periods beginning after
December 15, 2002. SFAS No. 148 has no impact on the Company's financial
statements.

In May 2003, the FASB issued SFAS No. 150, "Accounting for Certain Financial
Instruments with Characteristics of Both Liabilities and Equity." This
statement establishes standards for how an issuer classifies and measures
certain financial instruments with characteristics of both liabilities and
equity. This statement is effective for financial instruments entered into
or modified after May 31, 2003, and is otherwise effective at the beginning
of the first interim period beginning after June 15, 2003.  SFAS No. 150 is
not anticipated to have a significant effect on the Company's results of
operations, financial position and cash flows.

NOTE  2 - STOCKHOLDER'S EQUITY

A.  Preferred Stock

The Company is authorized to issue 20,000,000 shares of preferred stock at
$.0001 par value. At December 31, 2004, there were no shares of the Company's
preferred stock issued and outstanding.

B.  Common Stock

The Company is authorized to issue 80,000,000 shares of common stock at
$.0001 par value.  At December 31, 2004, there were 5,000,000 shares of the
Company's common stock issued and outstanding.

C.  Additional Paid-In Capital

Additional paid-in capital at December 31, 2004 represents the fair value of
the amount of organization and professional costs incurred by Newfield Capital
on behalf of the Company.

NOTE 3.  RELATED PARTY TRANSACTIONS

On January 2, 2002, the Company issued 5,000,000 shares of its common stock
to Newfield Capital, Inc. for $500 in cash pursuant to Section 4(2) of the
Securities Act of 1933, as amended. The Company's sole officer and director
is also the sole shareholder of Newfield Capital.

The Company currently uses the offices of Newfield Capital as its mailing
address at no cost to the Company.

On January 2, 2002, the Company entered into an agreement with Newfield
Capital, by which Newfield Capital agreed to provide the following services
to the Company without reimbursement until the Company completes a business
combination: (1) Preparation and filing of required documents with the
Securities and Exchange Commission. (2) Location and review of potential
target companies. (3) Payment of all corporate, organizational, and other
costs incurred by the Company.

NOTE 4.  GOING CONCERN

The financial statements have been prepared assuming that the Company will
continue as a going concern.  The Company has no current source of revenue and
has incurred accumulated net losses of $3,354, all of which raise substantial
doubt about the Company's ability to continue as a going concern.  The
financial statements do not include any adjustments relating to the
recoverability and classification of recorded asset amounts or to the amounts
and classification of liabilities that might be necessary should the Company
be unable to continue as a going concern.

The continued support of the Company's sole stockholder is required in order
for the Company to continue as a going concern. Management's plan is attempting
to complete a business combination with an operating business entity.  The
inability of the Company to complete a business combination could have a
material adverse effect on its financial position, results of operations and
its ability to continue operations.


Item 8.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
         FINANCIAL DISCLOSURE

None.


ITEM 8A.    CONTROLS AND PROCEDURES

(a) Disclosure Controls and Procedures. Disclosure controls and procedures are
controls and other procedures that are designed to ensure that the information
required to be disclosed by a company in the reports that it files or submits
under the Exchange Act is recorded, processed, summarized and reported, within
the time periods specified in the SEC's rules and forms.  Disclosure controls
and procedures include, without limitation, controls and procedures designed
to ensure that information required to be disclosed in the reports that a
company files or submits under the Exchange Act is accumulated and communicated
to the company's management as appropriate to allow timely decisions regarding
required disclosure.

We maintain disclosure controls and procedures designed to ensure that material
information related to us is recorded, processed, summarized and reported
within the time periods specified in the SEC rules and forms.

Under the supervision of our sole executive officer, we evaluated the
effectiveness of the design and operation of our disclosure controls and
procedures as of the end of the period covered by this report. Based upon that
evaluation, our sole executive officer concluded that as of December 31,
2004, the design and operation of such disclosure controls and procedures were
effective.

(b) Changes In Internal Controls Over Financial Reporting.  No changes were
made in our internal control over financial reporting (as defined in Rules
13a-15(f) and 15d-15(f) of the Exchange Act) during our most recent fiscal
quarter that has materially affected, or is likely to materially affect, our
internal control over financial reporting.

(c) Limitations On Disclosure Controls And Procedures.  Our management does
not expect that our disclosure controls or internal controls over financial
reporting will prevent all errors or all instances of fraud.  A control system,
no matter how well designed and operated, can provide only reasonable, not
absolute, assurance that the control system's objectives will be met. Further,
the design of a control system must reflect the fact that there are resource
constraints, and the benefits of controls must be considered relative to their
costs. Because of the inherent limitations in all control systems, no
evaluation of controls can provide absolute assurance that all control issues
and instances of fraud, if any, within our company have been detected. These
inherent limitations include the realities that judgments in decision-making
can be faulty, and that breakdowns can occur because of simple error or
mistake. Because of the inherent limitation of a cost-effective control system,
misstatements due to error or fraud may occur and not be detected.


ITEM 8B.    OTHER INFORMATION

None.


                                   PART III


Item 9.  DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS;
              COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT

We have only one director and executive officer as follows:

      Name        Age                Positions and Offices Held
--------------  ------   ------------------------------------------------
  Gary Huang      49            President, Secretary, and Director

Our director is elected by the shareholders to a term of one year and serves
until his successor is elected and qualified, or until he or she resigns or is
removed from office.  Our officers is elected by the board of directors to a
term of one year and serves until his successor is duly elected and qualified,
or until he resigns or is removed from office.

Gary Huang has served as our director, president and secretary since our
inception in January 2002.  Mr. Huang was secretary (from 1997 to 2001), a
director (from 1998 to 2001) and treasurer (from 2000 to 2001) of Lotus
Pacific, Inc., a telecommunications company in New Jersey.  From 2001 to 2003,
Mr. Huang was acting financial controller of South Sea Petroleum Holdings Ltd.,
a Hong Kong company whose primary business is to explore and produce crude
oil in Indonesia.   Mr. Huang currently serves as president of Newfield
Capital, Inc., a small business consulting firm in Connecticut (2002 to the
present) and the president of Pacific Services, Inc. (from 2003 to the
present), which is currently inactive.

Involvement in Certain Legal Proceedings

Our executive officer and director has not involved in any legal proceedings
as described in Item 401 of Regulation S-B.

Transactions by Blank Check Companies

None.

Section 16(a) Beneficial Ownership Reporting Compliance

Section 16(a) of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"), requires the Company's officers and directors, and persons
who beneficially own more than ten percent of our common stock, to file initial
reports of ownership and reports of changes in ownership with the SEC.
Executive officers, directors and greater than ten percent beneficial owners
are required by SEC regulations to furnish the Company with copies of all
Section 16(a) forms they file.  We believe that during the year of 2004, our
sole officer and director was in compliance with Section 16(a) of the
Securities Exchange Act of 1934.

Code of Ethics

We have not adopted a Code of Business Conduct and Ethics that applies to our
principal executive officer, principal financial officer, principal accounting
officer or controller, or persons performing similar functions in that our
sole officer and director serves in all the above capacities.


Item 10.   EXECUTIVE COMPENSATION

Our sole executive officer does not receive any compensation for his services
rendered, has not received such compensation in the past, and is not accruing
any compensation pursuant to any agreement with us.

There are no retirement, pension, profit sharing, stock option or insurance
programs or other similar programs that have been adopted by us for the benefit
of our executive officers.


Item 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth certain information regarding the beneficial
ownership as of February 11, 2005, by each person owning more than 5% of our
common stock and the directors and executive officers, and by all officers and
directors, as a group.  Except as noted, the holder thereof has sole voting
and investment power with respect to the shares shown.

                   Name and Address          Amount of         Percentage
Title of Class   of Beneficial Owner    Beneficial Ownership    of Class
--------------  ---------------------- ---------------------  ----------
Common Stock     Gary Huang                  5,000,000            100%
                 38 Fox Run Road
                 Monroe, CT 06468

Common Stock     All Executive Officers      5,000,000            100%
                 and Directors as a Group (1 person)
------------------------------------------------------------------------

Changes In Control

There are no arrangements that management is aware of that may result in
changes in control as that term is defined by the provisions of Item 403(c) of
Regulation S-B.  There are no provisions within our Articles or Bylaws that
would delay or prevent a change of control.


Item 12.   CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

On January 2, 2002, we issued 5,000,000 restricted shares of our common stock
to Newfield Capital, Inc. in exchange for $500 in cash.  Our sole officer and
director is the sole shareholder of Newfield Capital, Inc.

We currently use the office of Newfield Capital, Inc. as our mailing address,
for which we pay no rent, and for which Newfield Capital has agreed to
continue this arrangement until we complete a business combination.

We incur nominal expenses in the implementation of our business plan.  On
January 2, 2002, we entered into an agreement with Newfield Capital, by which
Newfield Capital agreed to provide the following services to us until we
complete a business combination: (i) preparation and filing of required
documents with the SEC, (ii) location and review of potential target companies,
and (iii) payment of all corporate, organizational, and other costs incurred
by us. Such payments will be made without expectation of repayment unless the
owners of the business which we acquire or merge with agree to repay all or
a portion of such expenses.


Item 13.  EXHIBITS AND REPORTS ON FORM 8-K

(a) Exhibits

 Exhibit No.                   Description
 -------   ------------------------------------------------------
  3.1      Certificate of Incorporation*

  3.2      By-Laws*

 10.1      Agreement with Newfield Capital Inc.*

 10.2      Shareholder agreement*

 31.1      Certification pursuant to Section 302 of the Sarbanes-Oxley Act
           of 2002

 32.1      Certification pursuant to Section 906 of the Sarbanes-Oxley Act
           of 2002

 *  Incorporated by reference from the Company's Registration Statement on
     Form 10-SB filed on March 12, 2002.

(b) Reports on Form 8-K

    None.


ITEM 14.  PRINCIPAL ACCOUNTANT FEES AND SERVICES

(1) Audit Fees

For the years ended December 31, 2004 and 2003, we are an inactive entity.
Pursuant to Section 3-11 of Regulation S-X, the financial statements required
for purposes of reports pursuant to the Securities Exchange Act of 1934 may
be unaudited.  Therefore, no independent registered public accountants were
engaged for the period covered by this annual report.

(2) Audit-Related Fees: None.

(3) Tax Fees:  None.

(4) All Other Fees:  None.




                                     SIGNATURES


Pursuant to the requirements of Section 13 or 15 (d) of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.

Newfield Acquisition Corp.


By: /s/ Gary Huang
-------------------------------
President and Director
(principal executive officer and
principal financial officer)

Date: February 11, 2005