SECURITIES AND EXCHANGE COMMISSION

100 F Street NE

Washington, D.C. 20549

FORM 10-K/A

For the Fiscal Year Ended March 31, 2012

or 

For the transition period from _______________ to ______________________

Commission File No. 001-51589

New England Bancshares, Inc.

(Exact name of registrant as specified in its charter)

855 Enfield Street, Enfield, Connecticut 06082

(Address of Principal Executive Offices) Zip Code

(860) 253-5200

(Registrant’s telephone number)

Securities Registered Pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. YES NO S

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. YES NO S

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding twelve months (or for such shorter period that the Registrant was required to file such reports) and (2) has been subject to such requirements for the past 90 days. YES SNO.

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes S No £

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of Registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. £.

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. as defined in Rule 12b-2 of the Exchange Act).

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES NO S

As of June 20, 2012, there were outstanding 5,806,263 shares of the Registrant’s Common Stock.

The aggregate market value of the voting and non-voting common equity held by non-affiliates of the Registrant, computed by reference to the last sale price on September 30, 2011 is $49,423,656.

DOCUMENTS INCORPORATED BY REFERENCE

None

EXPLANATORY NOTE

This Amendment No. 1 to our annual report on Form 10-K (“Form 10-K/A”) for the fiscal year ended March 31, 2012 is being filed to: (i) add Exhibit 23.1 which was not included with the Form 10-K as initially filed due to a production error and; (ii) correct the date of Exhibit 32.2. Except as specifically set forth herein, this Form 10-K/A does not amend or update our Form 10-K for the year ended March 31, 2012.

PART IV

ITEM 15. EXHIBITS AND FINANCIAL SATEMENT SCHEDULES

3.1 Articles of Incorporation of New England Bancshares, Inc. ⁽¹⁾

3.2 Bylaws of New England Bancshares, Inc. ⁽²⁾

4.0 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⁽³⁾

10.2 Enfield Federal Savings and Loan Association Employee Savings & Profit-Sharing Plan and Adoption Agreement ⁽³⁾

10.3 Employment Agreement by and between New England Bank and David J. O’Connor ⁽⁸⁾

10.4 Employment Agreement by and between New England Bancshares, Inc. and David J. O’Connor ⁽⁸⁾

10.5 Form of New England Bancshares, Inc. Amended and Restated 2008 Severance Compensation Plan⁽⁸⁾

10.6 Enfield Federal Savings and Loan Association Executive Supplemental Retirement Plan, as amended and restated ⁽⁴⁾

10.7 First Amendment to Amended and Restated New England Bank Executive Supplemental Retirement Plan ⁽⁸⁾

10.8 Form of Enfield Federal Savings and Loan Association Amended and Restated Supplemental Executive Retirement Plan⁽⁸⁾

10.9 Form of Enfield Federal Savings and Loan Association Director Fee Continuation Plan entered

into with Peter T. Dow, Myron J. Marek, Richard K. Stevens and Richard M. Tatoian ⁽³⁾

10.10 Form of First Amendment to Directors Fee Continuation Agreement ⁽⁸⁾

10.11 Split Dollar Arrangement with David J. O’Connor ⁽³⁾

10.12 New England Bancshares, Inc. 2003 Stock-Based Incentive Plan, as amended and restated ⁽⁵⁾

10.13 New England Bancshares, Inc. 2006 Equity Incentive Plan ⁽⁶⁾

10.14 Form of Amended and Restated Change in Control Agreement by and among New England Bank, New England Bancshares, Inc. entered into with John F. Parda and Anthony M. Mattioli ⁽⁸⁾

10.15 Lease agreement with Troiano Professional Center, LLC ⁽⁷⁾

10.16 Split-Dollar Endorsement Agreement with David J. O’Connor ⁽⁸⁾

10.17 Split-Dollar Endorsement Agreement with Anthony M. Mattioli ⁽⁸⁾

10.18 Split-Dollar Endorsement Agreement with John Parda ⁽⁸⁾

21.0 List of Subsidiaries ⁽⁸⁾

23.1 Consent of Shatswell, MacLeod & Company, P.C.

31.1 Rule 13a-14(a) /15d-14(a) Certification of Chief Executive Officer

31.2 Rule 13a-14(a) /15d-14(a) Certification of Chief Financial Officer

32.1 Section 1350 Certification of Chief Executive Officer

32.2 Section 1350 Certification of Chief Financial Officer

___________________

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.