<PAGE> 1


                                United States
                       Securities and Exchange Commission
                             Washington, D.C. 20549

                                  FORM 10-KSB/A
                                (Amendment No. 1)

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

      For the Fiscal Year Ended March 31, 2003

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

      For the transition period from                     to
                                     --------------------  ---------------------

                         Commission File Number: 0-49711

                          NEW ENGLAND BANCSHARES, INC.
                 (Name of small business issuer in its charter)

       UNITED STATES                                    04-3693643
(State or other jurisdiction of             (I.R.S. Employer identification No.)
incorporation or organization)

660 ENFIELD STREET, ENFIELD, CONNECTICUT                06082
(Address of principal executive offices)              (Zip Code)

                    Issuer's telephone number: (860) 253-5200
       Securities registered under Section 12(b) of the Exchange Act: None
         Securities registered under Section 12(g) of the Exchange Act:

                     COMMON STOCK, PAR VALUE $0.01 PER SHARE
                                (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  contained  in  this  form,  and no  disclosure  will be
contained,  to the best of the  registrant's  knowledge,  in definitive proxy or
information statements  incorporated by reference in Part III of the Form 10-KSB
or any amendment to this Form 10-KSB.
                                     ----

      The issuer's  revenues for its most recent fiscal year were  approximately
$8,825,000.

      The aggregate market value of the voting and non-voting common equity held
by  non-affiliates  was  $13,991,327,  based upon the closing price of $15.80 as
quoted on the OTC Bulletin Board for June 20, 2003.  Solely for purposes of this
calculation, the shares held by Enfield Mutual Holding Company and the directors
and officers of the issuer are deemed to be held by affiliates.

      As of June 20,  2003,  the issuer  had  2,086,296  shares of common  stock
outstanding.

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


<PAGE> 2



                                    PART III

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

      The board of  directors  of New England  Bancshares,  Inc.  ("New  England
Bancshares" or the "Company") currently consists of eight members, seven of whom
are not employees of New England  Bancshares or its subsidiary,  Enfield Federal
Savings and Loan  Association  ("Enfield  Federal").  The board is divided  into
three classes with three-year  staggered terms, with approximately  one-third of
the directors  elected each year. The nominees for election this year are Edward
C. Allen, Myron J. Marek and Lucien P. Bolduc, each of whom is a director of New
England  Bancshares  and Enfield  Federal.  If the proposed  merger with Windsor
Locks Community Bank is consummated,  the size of the board will be increased to
ten and two directors of Windsor Locks  Community  Bank will be appointed to the
board.

      Information  regarding  each  nominee for  election at this year's  Annual
Meeting, as well as each director continuing in office is provided below. Unless
otherwise stated, each individual has held his or her current occupation for the
last five years. The age indicated in each individual's biography is as of March
31, 2003. The indicated  period for service as a director  includes service as a
director  of  Enfield  Federal.  There  are no  family  relationships  among the
directors.

NOMINEES FOR ELECTION AS DIRECTORS

      EDWARD C.  ALLEN is a  retired  owner of a  general  retail  store and has
served as Chairman of the board of  directors  of New England  Bancshares  since
2002 and Chairman of Enfield Federal since 1994. Age 75. Director since 1978.

      MYRON J. MAREK is a retired retail jeweler.  Age 70.  Director since 1987.

      LUCIEN P. BOLDUC is a certified public accountant with the accounting firm
of Mercik,  Kuczarski & Bolduc,  LLC located in  Enfield,  Connecticut.  Age 43.
Director since 2002.

DIRECTORS CONTINUING IN OFFICE

      The following directors have a term ending in 2004:

      DAVID J.  O'CONNOR has been the  President,  Chief  Executive  Officer and
chief  financial  officer  of  Enfield  Federal  since  1999 and of New  England
Bancshares  since 2002. Mr. O'Connor has over 30 years of banking  experience in
New  England.  Prior to  joining  Enfield  Federal,  he was the  Executive  Vice
President,  Treasurer  and Chief  Financial  Officer of The Berlin City Bank,  a
community bank in New Hampshire. Age 56. Director since 1999.

     RICHARD K. STEVENS is owner and President of Leete-Stevens, Inc., a funeral
home located in Enfield, Connecticut. Age 56. Director since 1995.

     RICHARD M.  TATOIAN is a  self-employed  attorney  practicing  in  Enfield,
Connecticut. Age 56. Director since 1995.

     The following directors have a term ending in 2005:

     PETER T. DOW is President of Dow Mechanical Corporation,  a manufacturer of
quality control inspection equipment,  located in Enfield,  Connecticut. Age 63.
Director since 1982.

     DOROTHY K. MCCARTY is a retired town clerk of  Suffield,  Connecticut.  Age
72. Director since 1990.

     Information  concerning  executive  officers  who  are  not  directors  was
previously filed in Part I of the Form 10-KSB filed on  June 27, 2003,  pursuant
to Item 401 of Regulation S-B.


                                        2

<PAGE> 3



SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

      Section 16(a) of the Securities Exchange Act of 1934, as amended, requires
the Company's  executive  officers and directors,  and persons who own more than
10% of any registered class of the Company's equity securities,  to file reports
of  beneficial   securities  ownership  and  changes  in  beneficial  securities
ownership  with the  Securities  and Exchange  Commission.  Executive  officers,
directors  and greater  than 10%  stockholders  are  required by  regulation  to
furnish the Company with copies of all Section 16(a) reports they file.

      Based  solely on review of the copies of the reports  that the Company has
received  and  written   representations   provided  to  the  Company  from  the
individuals and entities required to file the reports, the Company believes that
during the fiscal year ended March 31,  2003,  each of its  executive  officers,
directors  and  greater  than 10%  stockholders  has  complied  with  applicable
reporting  requirements  for  transactions  in Company  common  stock,  with the
exception  of one late report of initial  statement of  beneficial  ownership by
each of John F. Parda,  Senior Vice President and Senior Loan Officer of Enfield
Federal, and Enfield Federal Mutual Holding Company.

ITEM 10.    EXECUTIVE COMPENSATION

                             DIRECTORS' COMPENSATION

      FEES. Each non-employee director of Enfield Federal receives $400 for each
board meeting and each Audit,  ALCO or Planning  Committee  meeting they attend.
Additionally,  each  non-employee  director of Enfield Federal receives $225 for
each  Executive  Committee  meeting  they  attend.  Chairmen  of the  respective
committees  each  receive an  additional  $50 for each  committee  meeting  they
attend.  Additionally,  non-employee directors of New England Bancshares receive
an annual retainer of $4,000.

      DIRECTORS'  RETIREMENT PLAN. Enfield Federal maintains the Enfield Federal
Savings and Loan Association  Director Fee Continuation Plan to provide eligible
non-employee  directors  with a retirement  income  supplement.  Under the plan,
eligible  non-employee  directors are entitled to an annual benefit, as of their
Retirement Date, of $1,000 for each full year of service as a director from June
1, 1995,  plus $250 for each full year of service as a director prior to June 1,
1995,  with a  maximum  benefit  of  $6,000  per  year  payable  in  ten  annual
installments. For purposes of the plan, "Retirement Date" is defined as the June
1st following a director's 70th birthday.  Upon an eligible  retired  director's
death, but before the ten payments have been made,  Enfield Federal is obligated
to pay the director's beneficiary,  at its option, a discounted lump sum payment
equal to the remaining  payments or the remaining  installment  payments.  If an
active eligible  non-employee  director dies before his or her Retirement  Date,
Enfield  Federal is obligated to pay the  director's  designated  beneficiary  a
benefit  equal  to the  discounted  value  of the ten  annual  installments  the
director  would  have  been  entitled  to  had  he or  she  lived  to his or her
Retirement Date. At Enfield  Federal's  discretion,  the benefit is payable in a
lump sum or in ten  annual  installments.  Enfield  Federal  has  acquired  life
insurance  policies  for  each  of the  eligible  non-employee  directors  as an
informal source of funding for its obligations under the plan.

      2003  STOCK-BASED  INCENTIVE PLAN.  Stockholders  approved the New England
Bancshares,  Inc.  2003  Stock-  Based  Incentive  Plan at the  January 16, 2003
special meeting of stockholders. Under the Incentive Plan, each outside director
of New England  Bancshares  was awarded  2,448  shares of  restricted  stock and
options to purchase  6,122 shares of New England  Bancshares  common stock.  The
restricted stock awards and stock options vest in five equal annual installments
commencing on February 11, 2004,  the first  anniversary  of the granting of the
awards.  All of the stock options  granted have an exercise  price of $15.15 per
share. Vesting accelerates upon death or disability and upon a change in control
(as defined in the Incentive Plan).



                                        3

<PAGE> 4



                             EXECUTIVE COMPENSATION

      SUMMARY COMPENSATION TABLE. The following information is furnished for our
President and Chief Executive Officer. No other executive officer of New England
Bancshares received a salary and bonus of $100,000 or more during the year ended
March 31, 2003.

<TABLE>
<CAPTION>

                                    ANNUAL           LONG-TERM
                               COMPENSATION(1)  COMPENSATION AWARDS
                               ---------------- --------------------
                                                        RESTRICTED   SECURITIES
                                                          STOCK      UNDERLYING
                                                          AWARDS     OPTIONS/SARS   ALL OTHER
NAME AND PRINCIPAL POSITIONS    YEAR    SALARY    BONUS   ($)(2)         (#)      COMPENSATION
----------------------------    -----   -------   ------  --------   ----------   ------------
<S>                             <C>     <C>       <C>     <C>          <C>         <C>

David J. O'Connor......         2003    $166,340  $18,000 $216,418     35,714      $23,949(3)
   President and                2002     158,340   21,800    --          --             7,325
   Chief Executive Office       2001     150,800   15,000    --          --             6,893

</TABLE>

(1)   Does not include  the aggregate  amount of perquisites and other benefits,
      which was less than $50,000 or 10% of  the  total  annual salary and bonus
      reported.
(2)   Represents 14,285 shares of restricted stock granted to Mr. O'Connor under
      the New England  Bancshares,  Inc. 2003  Stock-Based  Incentive  Plan. The
      dollar  amounts set forth in the table  represent  the market value of the
      shares on the date of grant.  The  restricted  stock  awards  vest in five
      equal annual  installments  commencing  on February  11,  2004,  the first
      anniversary  of the granting of the awards.  When shares become vested and
      are distributed from the trust in which they are held, the recipients will
      also receive an amount equal to accumulated  cash and stock  dividends (if
      any) paid with respect  thereto,  plus earnings  thereon.  As of March 31,
      2003, the market value of the unvested shares of restricted  stock held by
      Mr. O'Connor was $212,847.
(3)   Includes  $1,554 in insurance  premiums  paid by Enfield  Federal under an
      endorsement method split-dollar life insurance arrangement, $1,613 related
      to an additional life insurance  policy for Mr.  O'Connor,  employee stock
      ownership  plan  allocations  with a market value of $15,792 and $4,990 in
      employer matching contributions made under the 401(k) Plan.

      EMPLOYMENT AGREEMENT.  Enfield Federal and New England Bancshares maintain
an employment agreement with Mr. O'Connor.  The employment agreement is intended
to ensure that New England Bancshares and Enfield Federal will be able to retain
Mr. O'Connor's  services.  The continued  success of New England  Bancshares and
Enfield Federal depends to a significant  degree on the skills and competence of
Mr. O'Connor.

      The employment  agreement  provides for a three-year term. The term of the
employment  agreement  will  be  extended  annually  unless  written  notice  of
non-renewal  is  given  by the  board  of  directors  of  Enfield  Federal.  The
employment  agreement provides that the executive's base salary will be reviewed
annually.  Mr.  O'Connor's  current base salary is $166,340.  In addition to the
base salary,  Mr.  O'Connor's  employment  agreement  provides for,  among other
things,  participation  in  stock  benefits  plans  and  other  fringe  benefits
applicable  to  executive  personnel.  The  employment  agreement  provides  for
termination  by  Enfield  Federal  for  cause,  as  defined  in  the  employment
agreement,  at any time. If Enfield Federal chooses to terminate the executive's
employment  for reasons other than for cause,  or if the executive  resigns from
Enfield Federal after specified circumstances that would constitute constructive
termination, the executive or, if he dies, his beneficiary, would be entitled to
receive an amount equal to the remaining base salary payments due to him for the
remaining term of the employment agreement and the contributions that would have
been made on his behalf to any employee benefit plans of New England  Bancshares
and Enfield  Federal  during the  remaining  term of the  employment  agreement.
Enfield Federal would also continue and/or pay for Mr.O'Connor's  life,  health,
dental  and  disability  coverage  for  the  remaining  term  of the  employment
agreement.  Upon termination of the executive for reasons other than a change in
control, he must adhere to a one-year non-competition agreement.

      Under the employment agreement, if voluntary (upon circumstances discussed
in the agreement) or involuntary  termination follows a change in control of New
England  Bancshares  or  Enfield  Federal,  Mr.O'Connor  or,  if  he  dies,  his
beneficiary,  would be entitled to a severance  payment equal to the greater of:
(1) the payments due for the remaining term of the agreement; or (2) three times
the average of the five preceding  taxable years' annual  compensation.  Enfield
Federal would also continue and/or pay for Mr. O'Connor's life,  health,  dental
and  disability  coverage for  thirty-six  months.  Section 280G of the Internal
Revenue Code provides that  severance  payments that equal or exceed three times


                                        4

<PAGE> 5



the  individual's  base amount are deemed to be "excess  parachute  payments" if
they are  contingent  upon a change in  control.  Individuals  receiving  excess
parachute  payments are subject to a 20% excise tax on the amount of the payment
in excess of the base amount,  and the employer  would not be entitled to deduct
such amount.

      All  reasonable  costs and legal fees paid or incurred by Mr.  O'Connor in
any dispute or question of interpretation  relating to the employment  agreement
will be paid by Enfield Federal,  if Mr. O'Connor is successful on the merits in
a legal  judgment,  arbitration  or settlement.  The  employment  agreement also
provides  that Enfield  Federal and New England  Bancshares  will  indemnify Mr.
O'Connor to the fullest extent legally allowable.

      SUPPLEMENTAL  EXECUTIVE  RETIREMENT  PLANS.  Enfield Federal maintains the
Executive  Supplemental  Retirement  Plan to provide Mr. O'Connor with an annual
retirement  benefit of $172,796  payable in equal  monthly  installments  over a
period of 180  months  upon his  attainment  of age 65.  Following  the  initial
180-month  period,  additional  amounts may be payable to Mr. O'Connor until his
death based on the  performance of certain life insurance  policies that Enfield
Federal has acquired as an informal  funding  source for its  obligation  to Mr.
O'Connor. If Mr. O'Connor voluntarily or involuntarily terminates his employment
with Enfield  Federal,  Mr.  O'Connor  will be entitled to receive at age 65 the
balance of his accrued  benefit  under the plan  payable over 180 months and the
additional  supplemental  benefit he would have been entitled to had he remained
in the employ of Enfield  Federal  until his  retirement.  If Mr.  O'Connor dies
prior to the  commencement or completion of benefit payments under the plan, his
beneficiary will be entitled to the remaining  installments or a lump sum of the
present  value of his  remaining  installment  payments,  at the  discretion  of
Enfield  Federal.  If a change in  control  occurs  (as  defined  in the  plan),
followed by Mr.  O'Connor's  voluntary or involuntary  termination of employment
with  Enfield  Federal,  Mr.  O'Connor  will be  entitled to receive at age 65 a
benefit  equal to the  benefits he would have  received  had he continued in the
employ of Enfield Federal until age 65.

      Enfield  Federal  has  established  a rabbi  trust to hold  the  insurance
policies purchased to satisfy the obligations of Enfield Federal with respect to
the Executive Supplemental  Retirement Plan. Until the plan benefits are paid to
Mr.  O'Connor,  creditors may make claims  against the trust's assets if Enfield
Federal  becomes  insolvent.  As of March 31, 2003,  Enfield Federal had accrued
$231,709 for its liabilities under the plan.

      In addition to the Executive Supplemental Retirement Plan, Enfield Federal
maintains  the  Enfield  Federal  Savings  and  Loan  Association   Supplemental
Executive Retirement Plan. This plan provides restorative payments to executives
designated by the board of directors who are prevented  from  receiving the full
benefits  contemplated  by the  ESOP's  benefit  formula  and the full  matching
contribution  under the  401(k)  Plan due to the legal  limitations  imposed  on
tax-qualified  plans.  The board of directors of Enfield  Federal has designated
Mr.  O'Connor to  participate in the plan. In addition to providing for benefits
lost under the ESOP and 401(k) Plan, the supplemental  executive retirement plan
also provides supplemental benefits to participants upon a change in control (as
defined in the plan) before the complete  scheduled  repayment of the ESOP loan.
Generally,  upon such an event, the supplemental  executive retirement plan will
provide the participant with a benefit equal to what the participant  would have
received under the ESOP had he remained employed throughout the term of the ESOP
loan, less the benefits actually provided.

      SPLIT-DOLLAR LIFE INSURANCE. In August 1999, Enfield Federal established a
split-dollar  life insurance  arrangement  to provide Mr.  O'Connor with a death
benefit.  Under the terms of the  arrangement,  title and  ownership of the life
insurance  policy resides with Enfield  Federal and Enfield  Federal pays all of
the insurance  premiums.  Upon Mr. O'Connor's  death, his beneficiaries  will be
entitled  to 25% of the  total  proceeds,  less  the cash  value of the  policy.
Enfield  Federal  will be entitled to the  remaining  life  insurance  proceeds.
Enfield Federal will be entitled at all times to the cash surrender value of the
life insurance policy.


                                        5

<PAGE> 6



OPTION GRANTS IN LAST FISCAL YEAR

      The  following  table lists all  options  granted to Mr.  O'Connor  during
fiscal 2003.


                        NUMBER OF   PERCENT OF TOTAL
                        SECURITIES     OPTIONS
                        UNDERLYING    GRANTED TO
                         OPTIONS    EMPLOYEES IN   EXERCISE OR
   NAME                 GRANTED(1)   FISCAL YEAR    BASE PRICE  EXPIRATION DATE
-----------            ------------  ------------   ---------- -----------------

David J. O'Connor.....   35,714         71.8%       $15.15     February 11, 2013
-----------------------
(1)   Options become exercisable in five equal annual installments commencing on
      February 11, 2004;  provided,  however,  that options will be  immediately
      exercisable  if the optionee dies or becomes  disabled or upon a change in
      control of New England Bancshares, as defined in the plan.

FISCAL YEAR-END OPTION VALUES

      No stock  options were  exercised by Mr.  O'Connor  during the fiscal year
ended March 31, 2003. The following  table  provides  certain  information  with
respect to the number of shares of our common stock  represented  by outstanding
options held by Mr. O'Connor as of March 31, 2003.

<TABLE>
<CAPTION>

                           NUMBER OF SECURITIES UNDERLYING      VALUE OF UNEXERCISED IN-THE-
                          UNEXERCISED OPTIONS AT FISCAL YEAR-   MONEY OPTIONS AT FISCAL YEAR-
                                     END(#)                             END($)(1)
                          -----------------------------         ----------------------
NAME                       EXERCISABLE   UNEXERCISABLE          EXERCISABLE    UNEXERCISABLE
----                      -------------  --------------         -----------    -------------
<S>                           <C>           <C>                      <C>           <C>

David J. O'Connor......       --            35,714                   --            $--
-----------------------
(1)   Value of unexercised in-the-money stock options equals the market value of
      shares covered by in-the-money  options on March 31, 2003, less the option
      exercise  price.  Options are  in-the-money  if the market value of shares
      covered by the options is greater than the exercise price.
</TABLE>

ITEM 11.    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
            AND RELATED STOCKHOLDER MATTERS

                                 STOCK OWNERSHIP

      The following table provides  information as of July 3, 2003, with respect
to persons known by the Company to be the  beneficial  owners of more than 5% of
outstanding  Company  common stock. A person may be considered to own any shares
of common stock over which he or she has, directly or indirectly, sole or shared
voting or investing power.


                                       NUMBER OF SHARES     PERCENT OF COMMON
NAME AND ADDRESS                             OWNED          STOCK OUTSTANDING
----------------                       ----------------     -----------------

Enfield Mutual Holding Company            1,127,431(1)            54.0%
660 Enfield Street
Enfield, Connecticut 06082

(1)  Acquired  in  Enfield  Federal's  mutual  holding  company  reorganization,
     which was completed on June 4, 2002.  The members of the board of directors
     of New England Bancshares and Enfield  Federal also constitute the board of
     directors of Enfield Mutual Holding Company.


                                      6

<PAGE> 7



   The following table provides  information  about the shares of Company common
stock that may be considered to be owned by each of the Company's directors,  by
the executive officer named in the Summary  Compensation Table and by all of the
Company's  directors  and  executive  officers as a group as of July 3, 2003.  A
person may be  considered to own any shares of common stock over which he or she
has, directly or indirectly,  sole or shared voting or investment power.  Unless
otherwise  indicated,  each  of  the  named  individuals  has  sole  voting  and
investment power with respect to the shares shown.


                                                  NUMBER OF       PERCENT OF
                                                   SHARES        COMMON STOCK
    NAME                                          OWNED(1)      OUTSTANDING(2)
-------------                                   -------------   --------------

Edward C. Allen................................         5,448         *
Lucien P. Bolduc...............................         2,548         *
Peter T. Dow...................................         4,948(3)      *
Myron J. Marek.................................         4,713         *
Dorothy K. McCarty.............................         3,948         *
David J. O'Connor..............................        20,102(4)      *
Richard K. Stevens.............................         7,548         *
Richard M. Tatoian.............................         3,448         *

All executive officers and directors as a group
(9 persons)....................................        61,094       2.93%

* Less than 1% of shares outstanding
(1) Includes unvested  shares of  restricted stock  held in  trust under the New
    England  Bancshares,  Inc. 2003 Stock-Based  Incentive Plan, with respect to
    which the beneficial  owner has voting but not investment  power as follows:
    Messrs.   Allen,   Bolduc,   Dow,   Marek,   Stevens  and  Tatoian  and  Ms.
    McCarty--2,448  shares;  and  Mr.   O'Connor--14,285   shares.
(2) Based  on 2,086,296 shares of Company common stock outstanding as of July 3,
    2003.
(3) Includes  2,500  shares  held  in a trust in which Mr. Dow shares voting and
    investment power.
(4) Includes  1,019 shares  allocated under the Enfield Federal Savings and Loan
    Association  Employee  Stock  Ownership  Plan,  with  respect  to which  Mr.
    O'Connor has voting but not investment power.

   Additionally,  the information about the Company's equity  compensation plans
   is contained below.

<TABLE>
<CAPTION>

PLAN CATEGORY       NUMBER OF  SECURITIES               WEIGHTED-AVERAGE        NUMBER OF SECURITIES
                    TO BE ISSUED UPON                   EXERCISE  PRICE OF      REMAINING AVAILABLE FOR
                    EXERCISE  OF OUTSTANDING            OUTSTANDING OPTIONS,    FUTURE ISSUANCE UNDER
                    OPTIONS, WARRANTS AND RIGHTS        WARRANTS AND RIGHTS     EQUITY COMPENSATION
                                                                                PLANS (EXCLUDING
                                                                                SECURITIES REFLECTED IN
                                                                                COLUMN (A))
                    (A)                                 (B)                     (C)
----------------------------------------------------------------------------------------------------------
<S>                        <C>                                <C>                      <C>

EQUITY COMPENSATION        92,568                             $15.15                   5,289
PLANS APPROVED BY
SECURITY HOLDERS
----------------------------------------------------------------------------------------------------------
TOTAL                      92,568                             $15.15                   5,589
----------------------------------------------------------------------------------------------------------
</TABLE>

   The Company  does not maintain  any equity  compensation  plans that have not
been approved by security holders.



                                        7

<PAGE> 8



ITEM 12.    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

   Federal  regulations  require  that all  loans or  extensions  of  credit  to
executive officers and directors of insured financial  institutions must be made
on substantially  the same terms,  including  interest rates and collateral,  as
those  prevailing at the time for  comparable  transactions  with other persons,
except for loans made under programs generally  available to all employees,  and
must not  involve  more than the  normal  risk of  repayment  or  present  other
unfavorable features. The Company is, therefore,  prohibited from making any new
loans or extensions  of credit to executive  officers and directors at different
rates or terms than those offered to the general  public,  except for loans made
pursuant to programs  generally  available to all  employees,  and has adopted a
policy to this  effect.  In  addition,  loans  made to a director  or  executive
officer in an amount that, when aggregated with the amount of all other loans to
such  person and his or her related  interests,  are in excess of the greater of
$25,000  or 5% of the  institution's  capital  and  surplus  (up to a maximum of
$500,000) must be approved in advance by a majority of the disinterested members
of the board of directors.

ITEM 13.    EXHIBITS AND REPORTS ON FORM 8-K

(a) The following documents are filed as part of this report.

        (1)   CONSOLIDATED FINANCIAL STATEMENTS

              The  consolidated  financial  statements were previously  filed in
              Part II of the Form 10-KSB filed on June 27, 2003.

        (2)   FINANCIAL STATEMENT SCHEDULES

              All financial statement schedules are omitted because they are not
              required or  applicable,  or the required  information is shown in
              the  consolidated   financial  statements  or  the  notes  thereto
              previously filed in Part II of the Form 10-KSB on June 27, 2003.

        (3)   EXHIBITS

              2.1   Amended Plan  of Reorganization From Mutual Savings and Loan
                    Association  to Mutual  Holding  Company and Stock  Issuance
                    (including  the  Federal  Charters  and  Bylaws  of  Enfield
                    Federal   Savings   and  Loan   Association,   New   England
                    Bancshares, Inc. and Enfield Mutual Holding Company)(1)
              2.2   Agreement and  Plan of Merger, dated as of January 22, 2003,
                    by and among New England  Bancshares,  Inc.,  Enfield Mutual
                    Holding   Company,   Enfield   Federal   Savings   and  Loan
                    Association  and Windsor Locks  Community  Bank,  FSL(2)
              3.1   Charter of New England Bancshares, Inc. (Included in Exhibit
                    2.1)(1)
              3.2   Bylaws of New  England Bancshares, Inc. (Included in Exhibit
                    2.1)(1)
              4.1   Specimen  stock  certificate of New England Bancshares, Inc.
                    (1)
              10.1  Form  of   Enfield  Federal  Savings  and  Loan  Association
                    Employee Stock  Ownership Plan and Trust (1)
              10.2  Employment Agreement  by and  among  Enfield Federal Savings
                    and Loan Association, New England Bancshares, Inc. and David
                    J. O'Connor (3)
              10.3  Form  of  Enfield  Federal  Savings  and  Loan  Association
                    Employee Severance Compensation Plan (1)
              10.4  Enfield  Federal  Savings   and  Loan  Association  Employee
                    Savings & Profit-Sharing Plan and Adoption Agreement (1)
              10.5  Enfield  Federal  Savings  and  Loan  Association  Executive
                    Supplemental Retirement Plan, as amended (1)
              10.6  Form  of  Enfield  Federal  Savings  and  Loan   Association
                    Supplemental Executive Retirement Plan (1)
              10.7  Form  of  Enfield   Federal  Savings  and  Loan  Association
                    Director Fee Continuation Plan (1)
              10.8  Split Dollar Arrangement with David J. O'Connor (1)

                                        8

<PAGE> 9

              10.9  New England Bancshares, Inc. 2003 Stock-Based Incentive Plan
                    (4)
              99.1  Certification  of  Chief  Executive  and  Chief Financial
                    Officer
              ---------------------------
              (1)   Incorporated  by  reference  into  this  document  from  the
                    Company's Form SB-2,  Registration Statement filed under the
                    Securities  Act of 1933,  Registration  No. 333- 82856.
              (2)   Incorporated herein by reference into this document from the
                    exhibits  to the  Current  Report  on Form  8-K as  filed on
                    January 27, 2003.
              (3)   Incorporated herein by reference into this document from the
                    exhibits  to the  Quarterly  Report on Form  10-QSB  for the
                    quarter  ended June 30,  2002.
              (4)   Incorporated herein by reference into this document from the
                    appendix to the proxy statement filed on December 2, 2002.

(b)   REPORTS ON FORM 8-K

            A summary of reports on Form 8-K was previously filed in Part III of
      the Form 10-KSB filed on June 27, 2003.






                                        9

<PAGE> 10



                                   SIGNATURES

   In accordance  with Section 13 or 15(d) of the Exchange  Act, the  registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                     New England Bancshares, Inc.


Date:  July 29, 2003                 By:/s/ David J. O'Connor
                                        ----------------------------------------
                                        David J. O'Connor
                                        President, Chief Executive Officer,
                                        chief financial officer and Director



                                      10

<PAGE> 11


                                  CERTIFICATION

I, David J. O'Connor, certify that:

1.  I  have  reviewed   this  annual  report on  Form  10-KSB/A  of New  England
    Bancshares, Inc.;

2.  Based on my  knowledge,  this  annual  report  does not  contain  any untrue
    statement of a material fact or omit to state a material  fact  necessary to
    make the  statements  made, in light of the  circumstances  under which such
    statements  were made, not misleading  with respect to the period covered by
    this annual report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
    information  included in this annual report,  fairly present in all material
    respects the financial  condition,  results of operations  and cash flows of
    the registrant as of, and for, the periods presented in this annual report;

4.  The  registrant's  other  certifying  officers  and  I are  responsible  for
    establishing and maintaining  disclosure controls and procedures (as defined
    in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

    a. designed such disclosure  controls and procedures to ensure that material
       information   relating   to  the registrant, including  its  consolidated
       subsidiaries, is made  known to  us  by  others  within  those  entities,
       particularly during the  period  in which  this  annual  report  is being
       prepared;

    b. evaluated the effectiveness of the registrant's  disclosure  controls and
       procedures  as of a date within 90 days prior to the filing  date of this
       annual report (the "Evaluation Date"); and

    c. presented in this annual report our conclusions  about the  effectiveness
       of the disclosure controls and  procedures based on  our evaluation as of
       the Evaluation Date;

5.  The registrant's  other certifying  officers  and I have disclosed, based on
    our most  recent  evaluation,  to the  registrant's  auditors  and the audit
    committee of  registrant's  board of directors  (or persons  performing  the
    equivalent function):

    a. all  significant  deficiencies in the design or operation of the internal
       controls which could adversely affect the registrant's  ability to record
       process,  summarize and report financial data and have identified for the
       registrant's auditors any material weaknesses in internal controls; and

    b. any fraud,  whether or not material,  that  involves  management or other
       employees  who  have a  significant  role  in the  registrant's  internal
       controls; and

6.  The registrant's  other  certifying  officers  and I have  indicated in this
    annual  report  whether or not there were  significant  changes in  internal
    controls  or in other  factors  that  could  significantly  affect  internal
    controls subsequent to the date of our most recent evaluation, including any
    corrective  actions  with regard to  significant  deficiencies  and material
    weaknesses.



Date:  July 29, 2003                 By:/s/ David J. O'Connor
                                        ----------------------------------------
                                        David J. O'Connor
                                        President, Chief Executive Officer,
                                        chief financial officer and Director




                                       11