UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   FORM 10-QSB

|X|   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
                              EXCHANGE ACT OF 1934

                  For the quarterly period ended March 31, 2004

|_|   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES
                              EXCHANGE ACT OF 1934

                        Commission File number 000-24623

                          NEW GENERATION HOLDINGS, INC.
                          -----------------------------
          (Exact name of small business issuer as specified in charter)

            Delaware                                             13-4056896
(State or other jurisdiction of                               (I.R.S. Employer
 Incorporation or organization)                              Identification No.)

               c/o Westerman Ball Ederer Miller & Sharfstein, LLP
                              170 Old Country Road
                                    Suite 400
                             Mineola, New York 11501
               (Address of principal executive offices) (Zip Code)

                                 (516) 622.9200
                          (Issuer's telephone number)

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

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

As of March 31, 2004, the issuer had 21,056,690 shares of Common Stock, par
value $.001 per share, outstanding. As of May 1, 2005 the issuer had 27,754,510
shares of Common Stock, par value $.001 per share, outstanding.

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

<PAGE>

                                TABLE OF CONTENTS

PART I      FINANCIAL INFORMATION

ITEM 1      FINANCIAL STATEMENTS                                           F1-F9

ITEM 2      PLAN OF OPERATION                                                 10

ITEM 3      QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK        13

            CONTROLS AND PROCEDURES
ITEM 4                                                                        13
            OTHER INFORMATION
PART II                                                                       13
            LEGAL PROCEEDINGS
ITEM 1                                                                        13
            CHANGES IN SECURITIES AND USE OF PROCEEDS
ITEM 2                                                                        14
            DEFAULTS UPON SENIOR SECURITIES
ITEM 3                                                                        14
            SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
ITEM 4                                                                        14
            OTHER INFORMATION
ITEM 5                                                                        14
            EXHIBITS
ITEM 6
            SIGNATURES

            CERTIFICATES



<PAGE>

PART 1    FINANCIAL INFORMATION

--------------------------------------------------------------------------------

ITEM 1.   FINANCIAL STATEMENTS

--------------------------------------------------------------------------------

The accompanying consolidated balance sheet of New Generation Holdings, Inc. at
March 31, 2004 and the consolidated statements of losses and consolidated
statements of cash flows for the three months ended March 31, 2004 and 2003 have
been prepared by the Company's management in conformity with accounting
principles generally accepted in the United States of America. In the opinion of
management, all adjustments considered necessary for a fair presentation of the
results of operations and financial position have been included and all such
adjustments are of a normal recurring nature.

Operating results for the three months ended March 31, 2004 are not necessarily
indicative of the results that can be expected for the year ending December 31,
2004.


                                      F-1
<PAGE>

                          NEW GENERATION HOLDINGS, INC.

                          Index to Financial Statements



Condensed Consolidated Balance Sheet at March 31, 2004                       F-3
Condensed Consolidated Statements of Losses for the the three months
   ended March 31, 2004 and 2003                                             F-4
Condensed Consolidated Statements of Cash Flows for the three months
   ended March 31, 2004 and 2003                                             F-5
Notes to Condensed Consolidated Financial Statements                   F-6 - F-9


                                      F-2
<PAGE>

                          NEW GENERATION HOLDINGS, INC.
                      CONDENSED CONSOLIDATED BALANCE SHEET


                                                                 March 31, 2004
                                                                   (unaudited)
                                                                   -----------
Assets
Current assets :
Cash                                                             $     106,233
Patents, net                                                             4,350
                                                                 -------------
                                                                 $     110,583
                                                                 =============
Liabilities and (Deficiency in) Stockholders' Equity
Current liabilities:
Accounts payable and accrued liabilities                          $  1,867,153
                                                                 -------------
Total current liabilities                                            1,867,153
(Deficiency in) stockholders' equity:
Preferred stock, par value $.001 per share; 1,000,000
authorized, none issued and outstanding at March 31, 2004                   --
Common stock, par value $.001 per share; 50,000,000
authorized, 21,056,690  issued and outstanding at
March 31, 2004                                                          21,055
Common stock subscribed                                                107,500
Additional paid-in capital                                          29,636.054
Accumulated deficit                                               (31,521,179)
                                                                 -------------
Total (deficiency in) stockholders' equity                         (1,756,570)
                                                                 $     110,583
                                                                 =============


See accompanying notes to unaudited condensed consolidated financial statements.


<PAGE>

                          NEW GENERATION HOLDINGS, INC.
                   CONDENSED CONSOLIDATED STATEMENTS OF LOSSES
                                    UNAUDITED

                                               For the three months
                                                     March 31,
                                            2004                  2003
                                            ----                  ----
Operating expenses:
Selling, general and                      $   83,267            $   83,200
administrative expenses
  Depreciation and
  amortization                                25,860                25,860
                                          ----------            ----------

Total operating expenses                     109,127               109,060

Loss from continuing operations,
before discontinued operations             (109,127)             (109,060)

Income (taxes) benefit                            --                    --
                                          ----------            ----------
Loss from continuing operations,
before discontinued operations             (109,127)             (109,060)
Loss from discontinued
operations                                        --             (220,799)
                                          ----------            ----------
Net  (loss)                               $(109,127)            $(329,839)
                                          ==========            ==========

Income (loss) per common share
(basic and assuming dilution):            $    (.01)            $   (0.02)
                                          ----------            ----------


Continuing Operations                     $   (0.01)            $   (0.01)
Discontinued Operations                           --                (0.01)

Weighted Average Shares Outstanding       21,056,690            21,056,690


See accompanying notes to unaudited condensed consolidated financial statements.


<PAGE>

                          NEW GENERATION HOLDINGS, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                    UNAUDITED

<TABLE>
<CAPTION>
                                                                 For the three months ended March 31,
                                                                    2004                     2003
                                                                    ----                     ----
<S>                                                              <C>                    <C>

Net cash (used in) operating activities                          $      --              $  (30,000)

Cash Flows from Investing Activities                                    --                  30,000

Cash Flows from Financing Activities                               107,500                      --

Net (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of period                        --              $       --
Cash and cash equivalents at end of period                       $ 106,233              $       --
Supplemental Disclosures of Cash Flow Information:
   Cash paid during the period for interest                      $      --              $       --
   Cash paid during the period for taxes                                --                      --
   Common stock issued for services                                     --                      --
</TABLE>


See accompanying notes to unaudited condensed consolidated financial statements.



<PAGE>

                          NEW GENERATION HOLDINGS, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2004
                                   (UNAUDITED)


NOTE A - SUMMARY OF ACCOUNTING POLICIES

General

The accompanying unaudited condensed financial statements have been prepared in
accordance with the instructions to Form 10-QSB, and therefore, do not include
all the information necessary for a fair presentation of financial position,
results of operations and cash flows in conformity with accounting principles
generally accepted in the United States of America for a complete set of
financial statements.

In the opinion of management, all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been included. The
results from operations for the three-month period ended March 31, 2004 are not
necessarily indicative of the results that may be expected for the year ended
December 31, 2004. The unaudited condensed consolidated financial statements
should be read in conjunction with the December 31, 2003 financial statements
and footnotes thereto included in the Company's Securities and Exchange
Commission Form 10K-SB.

Business and Basis of Presentation

New Generation Holdings, Inc. (the "Company") , was formed under the laws of the
State of Delaware in April, 1999. The Company is currently inactive with no
significant operations and is seeking to develop and market within Europe,
through its wholly subsidiary, New Generation Plastic, Inc., a proprietary
technology designed to process two or more discrete plastic polymers.

Until ceasing operations in April, 2003, the Company was also engaged, through a
group of wholly and majority- subsidiaries (the "Minerva Group"), in the
development of mainframe computer system software solutions in the life cycle
management, data warehousing and data modeling sectors in Europe.

The consolidated financial statements include the accounts of the Company, and
domestic and foreign subsidiaries that are more than 50% owned and controlled.
Investments in affiliates in which the Company has the ability to exercise
significant influence, but not control, are accounted for by the equity method.
All other investments in affiliates are carried at cost. All significant
intercompany transactions and balances have been eliminated in the consolidated
financial statements.

Discontinued Operations

During the period December 2000 through February 2001, the Company acquired
Minerva Softcare N.V., a company formed under the laws of the country of
Belgium, and its wholly owned subsidiaries, Case Belgium N.V., Case Nederland
B.V., and Case France S.A (the "Minerva Group"). The Company acquired the
Minerva Group in exchange for 7,430,238 shares of its restricted common stock,
valued at $ 19,219,603, plus net liabilities assumed of approximately
$1,108,000.

The Minerva Group was an integrated technology infrastructure solutions
provider, which specialized in developing and marketing data warehousing, life
cycle management and data modeling platforms and solutions. The Minerva Group's
operations were principally located in Belgium, with its other significant
operations in France, the United Kingdom, and the Netherlands.

As a result of the lack of liquidity, in late 2002, the Minerva Group was forced
to significantly curtail its operations. In April 2003, the Minerva Group filed
for liquidation under the bankruptcy laws of the Country of Belgium. As a
result, the court appointed liquidator overseeing the winding up of the Minerva
Group's affairs, foreclosed on substantially all of the Company's assets and the
Minerva Group ceased all operations.


<PAGE>

                          NEW GENERATION HOLDINGS, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2004
                                   (UNAUDITED)


NOTE A - SUMMARY OF ACCOUNTING POLICIES (continued)

Accordingly, the Minerva Group's results have been accounted for as a
discontinued operation and all periods shown have been restated to reflect
discontinued operations accounting


The consolidated financial statements have been restated to present the Minerva
operations as a discontinued operation. Operating results of discounted
operations are summarized as follows:

<TABLE>
<CAPTION>
                                                Three Months Ended             Three Months Ended
                                                   March 31, 2004                 March 31, 2003
<S>                                                 <C>                             <C>
       Net sales                                    $         --                    $   129,059
       Income (loss) before income taxes                      --                      (220,779)
       Income taxes (benefit)                                 --                             --
                                                    ------------                    ------------
       Net income (loss)                            $         --                    $  (220,779)
</TABLE>

Stock Based Compensation

In December 2002, the FASB issued Statement of Financial Accounting Standards
No. 148 ("SFAS No. 148"), "Accounting for Stock Based Compensation Transition
and Disclosure an amendment of SFAS 123." This statement amends SFAS No. 123,
"Accounting for Stock Based Compensation," to provide alternative methods of
transition for a voluntary change to the fair value based method of accounting
for stock based employee compensation. In addition, this statement amends the
disclosure requirements of SFAS No. 123 to require prominent disclosures in both
annual and interim financial statements about the method of accounting for stock
based employee compensation and the effect of the method used on reported
results. The Company has chosen to continue to account for stock based
compensation using the intrinsic value method prescribed in APB Opinion No. 25
and related interpretations. Accordingly, compensation expense for stock options
is measured as the excess, if any, of the fair market value of the Company's
stock at the date of the grant over the exercise price of the related option.
The Company has adopted the annual disclosure provisions of SFAS No. 148 in its
financial reports for the year ended December 31, 2002 and adopted the interim
disclosure provisions for its financial reports for the subsequent periods. The
Company did not make any stock compensation awards during the periods presented.


<PAGE>

                          NEW GENERATION HOLDINGS, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2004
                                   (UNAUDITED)

NOTE A - SUMMARY OF ACCOUNTING POLICIES (Continued)

Stock Based Compensation (Continued)
Had compensation costs for the Company's stock options been determined based on
the fair value at the grant dates for the awards, the Company's net loss and
losses per share would have been as follows:

                                                      For the three months ended
                                                               March 31,
                                                          2004           2003
                                                          ----           ----
Net loss - as reported                                  (107,860)    $(329,839)
Add: Total stock based employee compensation
expense as reported under intrinsic value method               --            --
(APB. No. 25)
Deduct: Total stock based employee compensation
expense as reported under fair value based method              --            --
(SFAS No. 123)
Net loss - Pro Forma                                    (107,860)     (329,839)
Net loss attributable to common stockholders - Pro
forma                                                   (107,860)     (329,839)
Basic (and assuming dilution) loss per share - as
reported                                                    (.01)        (0.02)
Basic (and assuming dilution) loss per share - Pro
forma                                                   $   (.01)      $ (0.02)


New Accounting Pronouncements

On December 17, 2003, the SEC staff released Staff Accounting Bulletin (SAB) No.
104, Revenue Recognition. The staff updated and revised the existing revenue
recognition in Topic 13, Revenue Recognition, to make its interpretive guidance
consistent with current accounting guidance, principally EITF Issue No. 00-21,
"Revenue Arrangements with Multiple Deliverables." Also, SAB 104 incorporates
portions of the Revenue Recognition in Financial Statements - Frequently Asked
Questions and Answers document that the SEC staff considered relevant and
rescinds the remainder. The company's revenue recognition policies are
consistent with this guidance; therefore, this guidance did not have an
immediate impact on the company's consolidated financial statements.

On March 31, 2004, the Financial Accounting Standards Board (FASB) issued a
proposed Statement, Share-Based Payment, an amendment of FASB Statements No. 123
and 95, that would require companies to account for stock-based compensation to
employees using a fair value method as of the grant date. The proposed statement
addresses the accounting for transactions in which a company receives employee
services in exchange for equity instruments such as stock options, or
liabilities that are based on the fair value of the company's equity instruments
or that may be settled through the issuance of such equity instruments, which
includes the accounting for employee stock purchase plans. This proposed
statement would eliminate a company's ability to account for share-based awards
to employees using APB Opinion 25, Accounting for Stock Issued to Employees but
would not change the accounting for transactions in which a company issues
equity instruments for services to non-employees or the accounting for employee
stock ownership plans. The proposed statement, if adopted, would be effective
for awards that are granted, modified, or settled in fiscal years beginning
after December 15, 2004. The Company is in the process of assessing the
potential impact of this proposed statement to the consolidated financial
statements.


<PAGE>

                          NEW GENERATION HOLDINGS, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2003
                                   (UNAUDITED)
NOTE B - CAPITAL STOCK

The Company is authorized to issue 50,000,000 shares of common stock with a par
value of $.001 per share. As of March 31, 2004 the Company has issued and
outstanding 21,056,690 shares of common stock. The Company is also authorized to
issue 1,000,000 shares of preferred stock with a par value of $.001 per share.
There are no preferred shares outstanding at March 31, 2004.

NOTE C - SUBSEQUENT EVENTS

Beginning in March of 2004, the Company has engaged in a Regulation S offering
to offshore investors. In this offering, a total of $1,344,720.00 has been
raised and 13,447,820 shares of common stock and warrants to purchase an
additional 10,322,820 shares of common stock have been issued. Of the
$1,344,720.00 raised in this offering, $123,330 was subscribed for through March
31, 2004 and is reflected on Company's balance sheet as of such date; however,
the common stock and warrants for such subscriptions were not issued until July
of 2004.

ITEM 2.   PLAN OF OPERATION

New Generation Holdings, Inc. (the "Company", "we" or "us") was formed under the
laws of the State of Delaware in 1999. The Company is currently inactive with no
significant operations and is seeking to develop and market within Europe,
through its wholly subsidiary, a proprietary technology designed to process two
or more discrete plastic polymers.

Until ceasing operations in December, 2002, the Company, through a group of
wholly-owned and majority-owned subsidiaries (the "Minerva Group") was also
engaged, through a group of wholly and majority-subsidiaries, in the development
of mainframe computer system software solutions in the life cycle management,
data warehousing and data modeling sectors in Europe.

In April 2003, Minerva's creditors forced the Company into involuntary
liquidation, and as a result, the Court appointed Trustee overseeing the
liquidation foreclosed on substantially all of the Company's assets and Minerva
ceased all operations.

Due to a lack of liquidity, we did not timely file any of our public filings
commencing with our annual report for the year ended December 31, 2002 through
our annual report for the year ended December 31, 2004. We anticipate filing any
remaining delinquent filings in the near future. We then will file our required
quarterly and annual reports for the year ended December 31, 2005. We also
intend to file with the SEC proxy materials for the purposes of among other
things electing directors and selecting the Company's independent auditors.

Current Operations

As a result of the Minerva Group's operations ceasing in 2003, we have not
undertaken any business activities from continuing operations. The Company is
currently dormant, while we develop a plan to finance and market our plastic
polymers processing technology.

Liquidity and Capital Resources

As of March 31, 2004, we had a working capital deficit of $ 1,867,153. We
generated no cash flow from operations during the three month period ended March
31, 2004. During the period ended March 31, 2004, we received $123,330 in the
form of subscriptions in connection with the private placement of our restricted
common stock.

While we have raised capital to meet our working capital and financing needs in
the past, aadditional financing is required in order to meet our current and
projected cash flow deficits from operations and development. We are seeking
financing in the form of equity in order to provide the necessary working
capital.

                                       F-9
<PAGE>

Beginning in March of 2004, the Company has engaged in a Regulation S offering
to offshore investors. In this offering, a total of $1,344,720.00 has been
raised and 13,447,820 shares of common stock and warrants to purchase an
additional 10,322,820 shares of common stock have been issued. Of the
$1,344,720.00 raised in this offering, $123,330 was subscribed for through March
31, 2004 and is reflected on Company's balance sheet as of such date; however,
the common stock and warrants for such subscriptions were not issued until July
of 2004.

We currently have no commitments for additional financing and there is no
guarantee that we will be successful in raising additional required funds.

By adjusting its operations and development to the level of capitalization ,
management believes it has suffucient capital resources to meet projected cash
flow deficits through the next twelve months . However, if thereafter, we are
not successful in generating sufficient liquidity from operations or in raising
sufficient capital resources, on terms acceptable to us, this could have a
material adverse effect on our business, results of operations, liquidity and
financial condition.

The independent auditors report on our December 31, 2003 financial statements
states that our recurring losses raise substantial doubts about our ability to
continue as a going concern.

Recent Accounting Pronouncements

On December 17, 2003, the SEC staff released Staff Accounting Bulletin (SAB) No.
104, Revenue Recognition. The staff updated and revised the existing revenue
recognition in Topic 13, Revenue Recognition, to make its interpretive guidance
consistent with current accounting guidance, principally EITF Issue No. 00-21,
"Revenue Arrangements with Multiple Deliverables." Also, SAB 104 incorporates
portions of the Revenue Recognition in Financial Statements - Frequently Asked
Questions and Answers document that the SEC staff considered relevant and
rescinds the remainder. The company's revenue recognition policies are
consistent with this guidance; therefore, this guidance did not have an
immediate impact on the company's consolidated financial statements.

On March 31, 2004, the Financial Accounting Standards Board (FASB) issued a
proposed Statement, Share-Based Payment, an amendment of FASB Statements No. 123
and 95, that would require companies to account for stock-based compensation to
employees using a fair value method as of the grant date. The proposed statement
addresses the accounting for transactions in which a company receives employee
services in exchange for equity instruments such as stock options, or
liabilities that are based on the fair value of the company's equity instruments
or that may be settled through the issuance of such equity instruments, which
includes the accounting for employee stock purchase plans. This proposed
statement would eliminate a company's ability to account for share-based awards
to employees using APB Opinion 25, Accounting for Stock Issued to Employees but
would not change the accounting for transactions in which a company issues
equity instruments for services to non-employees or the accounting for employee
stock ownership plans. The proposed statement, if adopted, would be effective
for awards that are granted, modified, or settled in fiscal years beginning
after December 15, 2004. The Company is in the process of assessing the
potential impact of this proposed statement to the consolidated financial
statements.

Product Research and Development

We anticipate incurring research and development expenditures during the next 12
months in the approximate amount of $625,000.

Acquisition or Disposition of Plant and Equipment

We do not anticipate the sale of any significant property, plant or equipment
during the 12 months. We do not anticipate the acquisition of any significant
property, plant or equipment during the next 12 months.

Number of Employees

As of March 31, 2004, we had no employees. Currently, Jacques Mot is our only
employee.

<PAGE>

Off-Balance Sheet Arrangements

The Company does not maintain off-balance sheet arrangements nor does it
participate in non-exchange traded contracts requiring fair value accounting
treatment.


ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

   The Company is not exposed to foreign currency risk due to the Company's
revenue transactions being conducted in U.S. dollars.

ITEM 4. CONTROLS AND PROCEDURES

   Disclosure controls and procedures are controls and other procedures that are
designed to ensure that information required to be disclosed by us in the
reports that we file or submit under the Exchange Act is recorded, processed,
summarized and reported, within the time periods specified in the Securities and
Exchange Commission's rules and forms. Disclosure controls and procedures
include, without limitation, controls and procedures designed to ensure that
information required to be disclosed by us in the reports that we file under the
Exchange Act is accumulated and communicated to our management, including our
principal executive and financial officers, as appropriate to allow timely
decisions regarding required disclosure.

Evaluation of Disclosure Controls and Procedures

As of the end of the period covered by this Quarterly Report, we conducted an
evaluation, under the supervision and with the participation of our chief
executive officer and chief financial officer, of our disclosure controls and
procedures (as defined in Rules 13a-15(e) of the Exchange Act). Based on their
evaluation, our CEO and CFO have concluded that our disclosure controls and
procedures need improvement and were not adequately effective as of March
31,2004 to ensure timely reporting with the Securities and Exchange Commission.
Our management is in the process of identifying deficiencies with respect to our
disclosure controls and procedures and implementing corrective measures, which
includes the establishment of new internal policies related to financial
reporting.
Changes in Internal Controls

There were not significant changes in the Company's internal controls or in
other factors that could significantly affect the Company's disclosure controls
and procedures subsequent to the Evaluation Date, nor any significant
deficiencies or material weaknesses in such disclosure controls and procedures
requiring corrective actions.

PART II OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

         In the ordinary course of business, we may be involved in legal
proceedings from time to time. Although occasional adverse decisions or
settlements may occur, we believe that the final disposition of such matters
will not have material adverse effect on our financial position, results of
operations or liquidity. We will seek to minimize disputes but recognize the
inevitability of legal action in today's business environment as an unfortunate
price of conducting business.

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

   (a)   During the first quarter, the Company sold a total of 1,233,300 shares
         of its common stock and warrants to purchase an additional 1,233,300
         shares of its common stock to offshore investors for an aggregate
         purchase price of $123,330 in reliance upon Regulation S. The warrants
         have an exercise price of $0.35 per share and expire three years from
         the date of issuance. Although the shares and warrants were subscribed
         for in March of 2004, they were not issued until July of 2004. During
         the period April 1, 2004 through the date of this filing, the Company
         raised an additional $1,221,452 in exchange for the issuance of
         12,214,520 shares of common stock (and warrants to purchase an
         additional 9,089,520 shares of common stock at a purchase price of
         $0.35 per share) in reliance upon Regulation S.

<PAGE>

   (b)   None

   (c)   The following table provides information about purchases by us and our
         affiliated purchasers during the quarter ended March 31, 2004 of equity
         securities that are registered by us pursuant to Section 12 of the
         Securities Exchange Act of 1934:

<TABLE>
<CAPTION>
                      ISSUER PURCHASES OF EQUITY SECURITIES
Period                  (a)               (b)                   (c)                               (d)
                  Total Number of       Average      Total Number of Shares (or     Maximum Number (or Approximate
                 Shares (or Units)    Price Paid    Units) Purchased as Part of   Dollar Value) of Shares (or Units)
                     Purchased)        per Share    Publicly Announced Plans or     that May Yet Be Purchased Under
                                       (or Unit)            Programs (1)               the Plans or Programs (1)
<S>                      <C>              <C>                    <C>                               <C>
01/01/04-01/31/04        0                $ 0                    0                                 0
02/01/04-02/28/04        0                $ 0                    0                                 0
03/01/04-03/31/04        0                $ 0                    0                                 0
</TABLE>

(1) We have not entered into any plans or programs under which we may repurchase
    its common stock.

ITEM 3.  DEFAULT UPON SENIOR SECURITIES

No report is required.

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

None.

ITEM 5.  OTHER INFORMATION

Not applicable.

ITEM 6.           EXHIBITS

(a)  Exhibits required to be attached by Item 601 of Regulation S-B are listed
     below and are incorporated herein by this reference.

     Exhibit 31.1  Certificate pursuant to section 302 of the Sarbanes-Oxley Act
                   of 2002.
     Exhibit 32.1  Certificate pursuant to section 906 of the Sarbanes-Oxley
                   Act of 2002.
<PAGE>

                                    SIGNATURE

Pursuant to the requirements 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.

NEW GENERATION HOLDINGS, INC.


May 12, 2005

/s/ Jacques Mot

Jacques Mot
President, Chief Financial Officer, Secretary and Director