<Page>

                       US SECURITIES & EXCHANGE COMMISSION
                              WASHINGTON, DC 20549
                                   FORM 10-QSB

(X) Quarterly report under Section 13 or 15(d) of the Securities Exchange Act of
1934 for the quarterly period ended March 31, 2002.

( ) Transition report under Section 13 or 15(d) of the Securities Exchange
Act of 1934 for the transition period from                 to               .

                         Commission File Number 0-24185

                         CENTRAL AMERICAN EQUITIES CORP.


        Florida                                         65-0636168
        (State or other jurisdiction of     (IRS Employer Identification Number)
        incorporated or organization)

                         Hotel Alta, Alto de las Palomas
                              Santa Ana, Costa Rica
           (Mailing: POB 718/1260 Plaza Colonial, Escazu, Costa Rica)
                    (Address of Principal Executive Offices)

                               +011 (506) 282-4160
              (Registrant's telephone number, including area code)

         Securities registered under Section 12(b) of the Exchange Act:
                                      None
         Securities registered under Section 12(g) of the Exchange Act:

                      Class A Common Stock, $.001 Par Value

Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the preceding twelve (12) months (or for
such shorter period that registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past ninety (90) days.
YES (X) NO ( ).

   The number of shares outstanding of each of the issuer's classes of common
                                    equity:

             14,739,268 Shares Class A Common Stock, $.001 par value
  (Number of shares outstanding of each of the Registrant's classes of common
                                     stock.)

            Transitional Small Business disclosure format (check one)
                                 YES [X] NO [ ]

                       DOCUMENTS INCORPORATED BY REFERENCE
Annual Report on Form 10-KSB of Registrant for the year ended December 31, 1998,
1999, 2000, 2001


<Page>


                          PART I: FINANCIAL INFORMATION


ITEM 1. FINANCIAL INFORMATION

Central American Equities Corp. (the "Company" or "CAE") is a US hospitality
company, based in Irvine, California and incorporated in the State of Florida.
The Company owns and operates hotels, restaurants, and real property in Costa
Rica. All CAE activities are related to the Company's hotels in Costa Rica, and,
as such, are reported as one operating segment (per FASB Statement No. 131).
Financial statements follow.



                                      -2-
<Page>


                CENTRAL AMERICAN EQUITIES CORP. AND SUBSIDIARIES
                ------------------------------------------------
                           Consolidated Balance Sheet
                                    Unaudited

                                     ASSETS
                                     ------

<Table>
<Caption>

                                                          MARCH 31, 2002  DECEMBER 31, 2001
                                                          --------------  -----------------
<S>                                                        <C>               <C>
Current assets
  Cash and cash equivalents                                $     41,831      $     35,751
  Account receivable                                             98,319            34,997
  Account receivable from sale of asset                         755,000           755,000
  Inventory                                                      17,701            18,837
  Prepaid expenses                                                1,796             2,004
                                                           ------------      ------------
                                                                914,648           846,590
Buildings and equipment,
 Net of depreciation                                          6,418,403         6,439,434
                                                           ------------      ------------

Other assets
  Long-Term Assets                                              485,732           485,732
  Other Assets                                                    4,801             4,801
                                                           ------------      ------------
                                                                490,133           490,533

Total assets                                               $  7,823,585      $  7,776,557
                                                           ============      ============

<Caption>

                      LIABILITY AND STOCKHOLDERS' EQUITY
                      ----------------------------------

<S>                                                        <C>               <C>
Current liabilities
  Accounts payable                                         $    292,381      $    288,236
  Accrued expenses                                              296,682           270,281
                                                           ------------      ------------
                                                                589,064           558,517
Other liabilities
  Long term debt                                                520,675           529,675
  Due to officers                                               287,360           288,360
                                                           ------------      ------------
                                                                808,035           818,035

                                                              1,397,099         1,376,552

Stockholders' equity
 Common stock - $.001 par value; 20,000,000
   Authorized, 12,230,252 issued and outstanding                 14,739            14,739
 Preferred stock - $.001 par value; 1,000,000
   shares authorized, 0 issued and outstanding                     --                --
  Additional paid-in capital                                 10,149,816        10,149,816
  Unrealized gain on foreign exchange                            22,826            23,327
  Retained deficit                                           (3,760,895)       (3,787,877)
                                                           ------------      ------------
                                                              6,426,486         6,400,005

Total liabilities and stockholders' equity                 $  7,823,584      $  7,776,557
                                                           ============      ============
</Table>



                       See Notes to Consolidated Financial Statements


                                      -3-
<Page>


                CENTRAL AMERICAN EQUITIES CORP. AND SUBSIDIARIES
                ------------------------------------------------
                      Consolidated Statement of Operations
                                    Unaudited
                   For the three month period ended March 31,

<Table>
<Caption>

                                              2002            2001
                                          ------------   ------------
<S>                                       <C>            <C>
Revenues                                  $    364,981   $    346,626
                                          ------------   ------------

Cost of Services                               102,947        139,360
                                          ------------   ------------

Gross Profit                                   262,034        207,265
                                          ------------   ------------

Operations
     General & Administrative                  196,616        176,860
     Depreciation                               21,031         34,632
                                          ------------   ------------

Total General & Administrative                 217,647        211,492
                                          ------------   ------------

Interest Expense                                17,405         26,889
                                          ------------   ------------

Income taxes                                         0              0

NET INCOME (Loss)                         $     26,982   $    (31,115)
                                          ============   ============

Weighted Average share of
Common Stock Outstanding                    14,739,268     14,739,268
                                          ============   ============

Net Gain (Loss) per Common Share          $        .01   $       (.01)
                                          ============   ============

Net Gain (Loss) per Fully Diluted Share   $        .01   $       (.01)
                                          ============   ============
</Table>



                 See Notes to Consolidated Financial Statements



                                      -4-
<Page>


                CENTRAL AMERICAN EQUITIES CORP. AND SUBSIDIARIES
                             Statements of Cash Flow
                      For the Three Months Ended March 31,
                                    Unaudited

<Table>
<Caption>

                                                       2002        2001
                                                     --------    --------
<S>                                                  <C>         <C>
Cash flows from operating activities:
 Net Income                                          $ 26,982    $(31,115)

Adjustments to reconcile net loss to
  net cash provided by operating activities:
  Unrealized Loss on Foreign Exchange                    (501)      1,718
  Depreciation and amortization                        21,031      34,632
Decrease (increase) in:
  Accounts receivable                                 (63,322)    (41,901)
  Inventory                                             1,136     (18,816)
  Prepaid expense and other                               208       8,886
(Increase) decrease in:
  Accounts payable                                      4,145       6,106(1)
  Accrued expenses                                     26,401      40,404
                                                     --------    --------

Net cash used in operating activities:                 16,080         (86)
                                                     --------    --------

Cash flows from investing activities:
  Capital expenditures                                      0           0
                                                     --------    --------

Net cash used in investing activities                       0           0
                                                     --------    --------

Cash flows from financing activities:
  Proceeds from loans                                  (9,000)          0
  Proceeds from loans from officers                    (1,000)          0
                                                     --------    --------

Net cash provided by financing activities:            (10,000)          0
                                                     --------    --------

Net increase (decrease) in cash                         6,080         (86)

Cash - beginning of period                             35,751      15,900
                                                     --------    --------

Cash - end of period                                   41,831    $ 15,816
                                                     ========    ========

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:

Interest                                             $ 17,405    $ 26,869
Income Taxes                                                0           0
</Table>


                 See Notes to Consolidated Financial Statements



                                      -5-
<Page>


                CENTRAL AMERICAN EQUITIES CORP. AND SUBSIDIARIES
                ------------------------------------------------
                   Notes to Consolidated Financial Statements


Note 1    SUMMARY OF ACCOUNTING POLICIES

          NATURE OF BUSINESS

          Central American Equities Corp. and Subsidiaries (the "Company") was
          incorporated under the laws of the State of Florida on January 23,
          1996. The Company provides an integrated eco-vacation experience in
          Costa Rica, and is in the business of owning and operating hotels and
          real property in Costa Rica.

          In December of 1996, the Company entered into an agreement for the
          exchange of common stock ("Exchange Agreement") with Cal Tico, L.P.,
          Ecolodge Partners, L.P. and Marine Lodge Partners, L.P. (Partnership).
          Pursuant to the exchange agreement, the company issued 7,756,885 and
          3,099,392 shares of common stock to limited partners and the general
          partners, respectively, of the partnerships. In exchange for the
          shares, the partnership transferred all of their interests (i.e. 100%
          of the outstanding common stock) in the following Costa Rican
          corporations: Hotelera Cal Tico, S.A.; Bandirma, S.A.; Sociedad
          Protectora De La Fuana y Flora Marintima De Mal Pais, S.F.;
          Ecoprojecto San Luis, S.A. and Confluencia, S.A.

          Cal Tico, L.P. was a California limited partnership that was formed in
          July 1992 to raise $2 million to purchase the land and construct Hotel
          Alta. Cal Tico, L.P. owns 100% of the stock in Hoteleria Cal Tico,
          S.A., a Costa Rican corporation. Hoteleria Cal Tico, S.A, owns the
          land and buildings at Hotel Alta.

          Ecolodge Partners, L.P. was formed in July 1993 to raise a total of
          $1.3 million in a private placement offering to purchase the land and
          construct the Ecolodge San Luis and Biological Station. Ecolodge
          Partners was a California limited partnership that owned all of the
          stock in Ecoproyecto San Luis, S.A. and Confluencia San Luis, S.A.,
          the two Costa Rican companies that own the Ecolodge land and
          buildings. In December 2001, the Company sold the land and the
          business of Ecolodge San Luis to the University of Georgia for
          $895,000.

          MarineLodge Partners L.P. was formed in March 1995 to raise $1 million
          for the purchase and renovation of Sunset Reef Marine Hotel.
          MarineLodge Partners was a California limited partnership. MarineLodge
          Partners owned 100% of the stock in Bandirma, S.A. Bandirma owns: a)
          90% of the Sociedad Protectora De La Fauna y Flora Maritima de Mal
          Pais S.A., a Costa Rican corporation which, prior to January 2001
          owned the land and buildings at Sunset Reef, and b) 100% of Muxia,
          S.A. which owns 100% of the land and buildings at Playa Carmen. On
          January 5, 2001, ownership of Sunset Reef passed to Rosenmiller and
          Caggiano (see Note 7 below).

          BASIS OF CONSOLIDATION

          The consolidated financial statements include the consolidated
          accounts of Central American Equities Corp. and its subsidiaries.
          Hoteleria Cal Tico, S.A., Bandirma, S.A., Sociedad Protectora De La
          Fuana y Flora Marintima De Mal Pais, S.F., Ecoprojecto San Luis, S.A.
          and Confluencia, S.A. are held 100% by the Company. All intercompany
          transactions and accounts have been eliminated in consolidation.

          CASH AND CASH EQUIVALENTS

          For purposes of the statement of cash flows all certificates of
          deposits with maturities of 90 days or less, were deemed to be cash
          equivalents.



                                      -6-
<Page>


                     CENTRAL AMERICAN EQUITIES CORP. AND SUBSIDIARIES
                     ------------------------------------------------
                        Notes to Consolidated Financial Statements

          PROPERTY AND EQUIPMENT

          Property and equipment are recorded at cost less accumulated
          depreciation. Depreciation is computed provided using the
          straight-line method over the estimated useful lives of five for
          equipment, seven years for furniture and fixtures and forty years for
          buildings and improvements.

          Repairs and maintenance costs are expensed as incurred while additions
          and betterments are capitalized. The cost and related accumulated
          depreciation of assets sold or retired are eliminated from the
          accounts and any gain or losses are reflected in earnings.

          ESTIMATES

          Preparation of financial statements in conformity with generally
          accepted accounting principles requires management to make estimates
          and assumptions that affect the reported amounts of assets and
          liabilities and disclosures 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.

          ADOPTION OF STATEMENT OF ACCOUNTING STANDARD NO. 123

          In 1997, the Company adopted Statement of Financial Accounting
          Standards No. 123, "Accounting for Stock-Based Compensation" ("SFAS
          123"). SFAS 123 encourages, but does not require companies to record
          at fair value compensation cost for stock-based compensation plans.
          The Company has chosen to account for stock-based compensation using
          the intrinsic value method prescribed in Accounting Principles Board
          Opinion No. 25, "Accounting for Stock Issued to Employees" and related
          interpretations. Accordingly, compensation cost for stock options is
          measured as the excess, if any, of the quoted market price of the
          Company's stock at the date of the grant over the amount an employee
          must pay to acquire the stock. The difference between the fair value
          method of SFAS-123 and APB 25 is immaterial.

          ADOPTION OF STATEMENT OF POSITION 98-5

          In April 1998, the American Institute of Certified Public Accountants
          issued Statement of Position 98-5, Reporting the Costs of Start-Up
          Activities, which requires that costs related to start-up activities
          be expensed as incurred. Prior to 1998, the Company capitalized its
          organization costs. The Company adopted the provisions of the SOP in
          its financial statements for the year ended December 31, 1998. The
          effect of adoption of SOP 98-5 was to record a charge for the
          cumulative effect of an accounting change of $235,605 ($.02 per
          share), to expense costs that had been previously capitalized prior to
          1998.

          ADOPTION OF STATEMENT OF ACCOUNTING STANDARD NO. 128

          In February 1997, the Financial Accounting Standards Board (FASB)
          issued Statement of Financial Accounting Standards No. 128, "Earnings
          per Share" (SFAS 128). SFAS 128 changes the standards for computing
          and presenting earnings per share (EPS) and supersedes Accounting
          Principles Board Opinion No. 15, "Earnings per Share." SFAS 128
          replaces the presentation of primary EPS with a presentation of basic
          EPS. It also requires dual presentation of basic and diluted EPS on
          the face of the income statement for all entities with complex capital
          structures and requires a reconciliation of the numerator and
          denominator of



                                      -7-
<Page>


                     CENTRAL AMERICAN EQUITIES CORP. AND SUBSIDIARIES
                     ------------------------------------------------
                        Notes to Consolidated Financial Statements


          the basic EPS computation to the numerator and denominator of the
          diluted EPS computation. SFAS 128 is effective for financial
          statements issued for periods ending after December 15, 1997,
          including interim periods. This Statement requires restatement of all
          prior-period EPS data presented.

          ADOPTION OF STATEMENT OF ACCOUNTING STANDARD NO. 128

          As it relates to the Company, the principal differences between the
          provisions of SFAS 128 and previous authoritative pronouncements are
          the exclusion of common stock equivalents in the determination of
          Basic Earnings Per Share and the market price at which common stock
          equivalents are calculated in the determination of Diluted Earnings
          Per Share.

          Basic earnings per common share is computed using the weighted average
          number of shares of common stock outstanding for the period. Diluted
          earnings per common share is computed using the weighted average
          number of shares of common stock and dilutive common equivalent shares
          related to stock options and warrants outstanding during the period.

          The adoption of SFAS 128 had no effect on previously reported loss per
          share amounts for the year ended December 31, 1997. For the years
          ended December 31, 1999 and 1998, primary loss per share was the same
          as basic loss per share and fully diluted loss per share was the same
          as diluted loss per share. A net loss was reported in 1998 and 1997,
          and accordingly, in those years the denominator was equal to the
          weighted average outstanding shares with no consideration for
          outstanding options and warrants to purchase shares of the Company's
          common stock, because to do so would have been anti-dilutive. Stock
          options for the purchase of 357,500 shares at December 31, 1998 were
          not included in loss per share calculations, because to do so would
          have been anti-dilutive.

          REVENUE RECOGNITION

          The Company records revenue at the point of service and maintains its
          corporate records for both financial statement and tax return purposes
          on the accrual method of accounting.

          FOREIGN EXCHANGE

          Assets and liabilities of the Company, which are denominated in
          foreign currencies, are translated at exchange rates prevailing at the
          balance sheet date. Revenues and expenses are translated at average
          rates throughout the year.

          FAIR VALUE OF FINANCIAL INSTRUMENTS

          The carrying amount of the Company's financial instruments, which
          principally include cash, note receivable, accounts payable and
          accrued expenses, approximates fair value due to the relatively short
          maturity of such instruments.

          The fair value of the Company's debt instruments are based on the
          amount of future cash flows associated with each instrument discounted
          using the Company's borrowing rate. At December 31, 2000 and 1999,
          respectively, the carrying value of all financial instruments was not
          materially different from fair value.

          INCOME TAXES

          The Company has net operating loss carryovers of approximately $3.6
          million as of December 31, 2001, expiring in the years 2012 through
          2013. However, based upon present Internal Revenue regulations
          governing the utilization of net operating loss carryovers where the
          corporation has issued substantial additional stock, most of this loss
          carryover may not be available to the Company.



                                      -8-
<Page>


                CENTRAL AMERICAN EQUITIES CORP. AND SUBSIDIARIES
                ------------------------------------------------
                   Notes to Consolidated Financial Statements

          The Company adopted Statement of Financial Accounting Standards (SFAS)
          No. 109, Accounting for Income Taxes, effective July 1993. SFAS No.109
          requires the establishment of a deferred tax asset for all deductible
          temporary differences and operating loss carryforwards. Because of the
          uncertainties discussed in Note 2, however, any deferred tax asset
          established for utilization of the Company's tax loss carryforwards
          would correspondingly require a valuation allowance of the same amount
          pursuant to SFAS No. 109. Accordingly, no deferred tax asset is
          reflected in these financial statements.

Note 2 - GOING CONCERN

          The Company incurred a net loss of approximately $49,900 during the
          year ended December 31, 2001 and a net gain of approximately $27,000
          in the three-month period ending March 31, 2002.

          The Company has received additional financing through the sale of a
          non-performing asset in 2001, continues to control expenses, and
          anticipates continuing growth in revenue during 2002. The ability of
          the Company to continue as a going concern is dependent on the success
          of application and techniques. The financial statements do not include
          any adjustments that might be necessary if the Company is unable to
          continue as a going concern.

Note 3 - PROPERTY AND EQUIPMENT

          As of March 31, 2002 plant and equipment consisted of the following:

<Table>

<S>                                                                 <C>
          Land                                                      $1,445,344
          Buildings                                                  6,670,904
          Machinery and equipment                                      129,963
          Furniture and fixtures                                       382,180
          Computer equipment                                            92,116
                                                                    ----------
                                                                     8,720,507
          Less accumulated depreciation                              1,002,104
          Less loss of assets                                        1,300,000
                                                                    ----------
                                                                    $6,418,403
</Table>

Note 4 -NOTES PAYABLE

          The Company has $481,376 outstanding against a $500,000 line of credit
          with Banco BCT, which bears interest at the prime rate plus 3.75%.
          Principal payments were to begin on January 10, 2000 in monthly
          installments of $38,462 however, payments were renegotiated. During
          2001, interest only was paid on the last day of each month. In
          February 2002, the Company restructured the loan. The new terms
          include a loan term of 70 months; an annual interest rate of prime
          rate plus 3.75%, and monthly principal payments that vary with the
          high and low occupancy periods of Hotel Alta. Monthly principal
          payments in year one will vary from $3000 to $9,000. The funds
          advanced under this line of credit were utilized to supplement cash
          flow for operating expenses and construction costs. The note is
          collateralized by property of the Company.

          Notes payable as of December 31, 2001 are as follows:

            Note payable to sole shareholder dated July 21, 2000
            with interest at 20% due                                  42,300


                                      -9-
<Page>


                CENTRAL AMERICAN EQUITIES CORP. AND SUBSIDIARIES
                ------------------------------------------------
                   Notes to Consolidated Financial Statements

         Note payable to sole officer dated November 30, 2000
            with interest at 6% due on                               132,700

         Note payable to sole officer dated September 15, 2000
            with interest at 6% due on                               148,660

         Note payable to sole officer dated July 15, 2000
            with interest at 6% due on                                 6,000

Note 5 - COMMITMENTS

          The Company leases land under an agreement for a term from June 15,
          1998 to June 14, 2001. The Company has an option to buy this property
          for $283,040 if purchased on June 15, 2001. Minimum rentals in the
          next year are as follows:

                  DECEMBER 31,                                AMOUNT
                  ------------                              ----------

                    2002                                       18,000
                                                             --------

                                                             $ 18,000
                                                             ========

Note 6 - BUSINESS COMBINATION

          On December 6, 1996 the Company entered into an agreement for the
          exchange of common stock ("Exchange Agreement") with Cal Tico, L.P.,
          Ecolodge Partners, L.P. and Marine Lodge Partners, L.P.
          ("Partnership"). Pursuant to the exchange agreement, the Company
          issued 7,756,885 and 3,099,392 shares of common stock to the limited
          partners and the general partners, respectively, of the partnerships.
          In exchange for the shares, the partnership transferred all of their
          interests (i.e. 100% of the outstanding common stock) in the following
          Costa Rican corporations: Hotelera Cal Tico, S.A.; Bandirma, S.A.;
          Sociedad Protectora De La Fuana y Flora Marintima De Mal Pais, S.F.;
          Ecoprojecto San Luis, S.A. and Confluencia, S.A. The acquisition has
          been accounted for as a purchase transaction and, accordingly, the
          fair value of the Company's stock that was issued was allocated to
          assets and liabilities based on the estimated fair value as of the
          acquisition date.

Note 7 - LOSS OF ASSET

          On January 5, 2001, the title for Sunset Reef Marine Hotel passed to
          Rosenmiller and Caggiano. At such date the Company entered into an
          agreement with the option to purchase Sunset Reef Marine Hotel for
          $271,000. The option expired on February 5, 2002 but was extended. The
          Company also reached an agreement to rent Sunset Reef Marine Hotel at
          the rate of $1,000 per month until February 5, 2002. Finally, if the
          option to purchase is not exercised or extended, any amounts received
          from the sale of the property beyond the amounts due to Rosenmiller
          and Caggiano, $210,000 and $54,668, respectively, plus fees and
          interest will be paid to the Company.

Note 8 - SALE OF ECOLODGE SAN LUIS & BIOLOGICAL STATION

          In December 2001, the Company sold the Ecolodge San Luis property, all
          related assets, structures, and the hotel business and its operating
          licenses to Corporacion Negro y Rojo de San Luis S.A., a Costa Rica
          corporation owned by the University of Georgia. Milton and Diana
          Lieberman, former employees of Central American Equities represented
          the University Georgia in this transaction.


                                      -10-
<Page>



                     CENTRAL AMERICAN EQUITIES CORP. AND SUBSIDIARIES
                     ------------------------------------------------
                        Notes to Consolidated Financial Statements

      Total consideration for the sale was $895,000 dollars including previously
      received option payments. The gain on the sale of the asset (net price
      less net book value) is $295,000. The price is based upon the value of
      assets and the ongoing business. The Company initially financed the
      purchase of the asset under the following terms: a) a 10% interest rate
      (13% if payments are delinquent), b) a varying payment schedule to be
      completed within one-year of sale, and c) a $3000 (increasing to $4,500)
      monthly rental fee for the Ecolodge San Luis hotel business to be paid
      until payments for the business are completed. Initial receipts from the
      purchase were used to pay all Ecolodge San Luis liabilities including all
      severance-related payments to employees. Following non-payment of
      principal in February 2002, in May 2002, the Company renegotiated the sale
      with officials of the University of Georgia Real Estate Foundation. The
      Company forgave interest and rental payments in exchange for immediate
      payment of all outstanding principal.

      The details on the transaction are as follows:

               Note Receivable
                             Sale Price                      $  895,000
                             Cash Payments Received             140,000
                                                             ----------
                             Note Receivable                    755,000

               Cost of Sale
                             Liquidation & Liabilities           30,000
                             Legal and Transfer                  20,000
                                                              ---------
                             Cost of Sale                        50,000

               Net Book Value
                             Land                               216,000
                             Structures & Equipment             484,000
                             Accumulated Depreciation         (150,000)
                                                              ---------
                             Net Book Value                     550,000

               Net Price
                             Gross Price                        895,000
                             Cost of Sale                        50,000
                                                              ---------
                             Net Price                          845,000

               Gain on Sale
                             Net Price                          845,000
                             Net Book Value                     550,000
                                                             ----------
                             Gain on Sale of Asset           $  295,000



                                      -11-
<Page>


ITEM 2. MANAGEMENT DISCUSSION AND ANALYSIS

The following is management's discussion and analysis of significant factors
which have affected the Company's financial position and operations during the
three month period ended March 31, 2002.

OVERVIEW

Central American Equities Corp. (the "Company" or "CAE") is a US hospitality
company, based in Los Angeles, California and incorporated in the State of
Florida on January 23, 1996. The Company specializes in providing high-quality
food and lodging in unique natural settings in Costa Rica. The Company is in the
business of owning and operating hotels and restaurants and real property in
Costa Rica.

As of March 31, 2002, CAE owned Hotel Alta in Santa Ana (a suburb of the capital
city of San Jose), and rented with an option to purchase Sunset Reef (on the
Pacific Ocean in Mal Pais adjacent to the protected Cabo Blanco Reserve). CAE
also owns and operates La Luz Restaurant (located in Hotel Alta), Restaurant
Tropicana (on the beach at Playa Carmen near Sunset Reef), and ATP-Costa Rica (a
full-service reservation, travel planning and in-bound tour operation based in
Costa Rica).

The first year of full operation of the Company's hotels was 1998. All Company
owned facilities, except for Restaurant Tropicana, were opened and operating by
the beginning of 1998. During late 2001, Tropicana Restaurant was operated by
the company (in past years it had been rented on a monthly basis). On March 31,
2002, the Company had approximately 65 full-time, part-time and contract
employees.

OVERVIEW

With the opening of Hotel Alta in December 1997, 2001 marked the fourth year of
full operation of the Company's hotels. During late 2001 and the first quarter
of 2002, the Company responded to several critical challenges.

RESTRUCTURING THE LOAN ON HOTEL ALTA.

During 2001, the Company had $481,376 outstanding against a $500,000 line of
credit with Banco BCT, which had interest at the prime rate plus 3%. The note
was (and is currently) collateralized by Hotel Alta. The funds advanced under
this line of credit were utilized to supplement cash flow for operating expenses
and construction costs. Principal payments were to begin on January 10, 2000 in
monthly installments of $38,462. However, with limited cash flow and no proceeds
from a planned sale of stock, the Company was unable to make principal payments
on the loan.

During 2001, interest only was paid on the loan to keep it from default. In
February 2002, the Company succeeded in restructuring the loan. The new terms
include a length of 70 months; an annual interest rate of prime rate plus 3.75%,
and monthly principal payments that vary with the high and low occupancy periods
of Hotel Alta. Principal payments in the first year will vary from $3,000 to
$9,000 per month. As of May 29, 2002, interest and principal payments were
current.

                                      -12-
<Page>

SALE OF ECOLODGE SAN LUIS

Continued declines in occupancy and revenue at Ecolodge San Luis & Biological
Station over the 12 months prior to July 2001 caused the Company to evaluate its
ability to make a profit on this facility. In July 2001, management decided to
sell Ecolodge San Luis because of its disappointing sales and profit levels and
because it believed that a greater return could be achieved by investing
elsewhere.

In December 2001, the Company sold Ecolodge San Luis property, all related
assets, structures, and the hotel business and its operating licenses to
Corporacion Negro y Rojo de San Luis S.A., a Costa Rica corporation affiliated
with the University of Georgia. (Milton and Diana Lieberman, former employees of
Central American Equities represented the University Georgia in this transaction
and, in addition, were officers of Corporacion Negro y Rojo de San Luis S.A.)

Total consideration for the sale was $895,000 dollars including previously
received option payments. The gain on the sale of the asset (net price less net
book value) was $295,000. The price was based upon the value of assets and the
ongoing business. The Company initially financed the purchase of the asset under
the following terms: a) a 10% interest rate (13% if payments are delinquent), b)
a varying payment schedule to be completed within one-year of sale, and c) a
$3000 (increasing to $4,500) monthly rental fee for the Ecolodge San Luis hotel
business to be paid until payments for the business are completed. Initial
receipts from the purchase were used to pay all Ecolodge San Luis liabilities
including all severance-related payments to employees. In May 2002, the Company
renegotiated the sale. The Company forgave interest and rental payments in
exchange for a faster payment of all outstanding principal.

CAE will retain a wholesaler relationship with Ecolodge San Luis. The Company
will continue to send guests to Ecolodge San Luis as a wholesaler ---- retaining
40% (60% through May 2002 when remaining principal is paid) of fees charged to
guests. Ecolodge San Luis plans to send guests to Hotel Alta and Sunset Reef
(CAE's other hotels in Costa Rica) from the University of Georgia.

Management plans to use proceeds from the sale to reduce corporate debt
including debt related to Sunset Reef, thereby achieving its reacquisition (see
below). Management is also actively exploring the opportunity to use funds from
the sale of the Ecolodge to purchase other tourism-related businesses or
properties in Costa Rica.

REPURCHASING SUNSET REEF.

In November 1999, the Company agreed to a note in the amount of $210,000 payable
to a director of the Company, O. Fred W. Rosenmiller. The note was
collateralized by Company property, Sunset Reef Marine Hotel. At the time of the
agreement, the Company also used the Sunset Reef property as collateralization
for salary past due for the President of the Company, Michael Caggiano, in the
amount of $54,668 (see Note 7 in the Financial Statements). Unable to repay the
loan when due in November of 2000, ownership of Sunset Reef passed to
Rosenmiller and Caggiano in January 2001. The Company, however, continued to
operate Sunset Reef and it remained a source of revenue. It is management's
intention to pay the loan


                                      -13-
<Page>

collateralized with Sunset Reef and return Sunset Reef to the balance sheet when
it achieves the expected revenues from the sale of the Ecolodge.

FUTURE DIRECTION: MERGER OR ACQUISITION

Management is taking several steps to try to strengthen the Company during 2002.
Of greatest significance, management has been seeking to grow the business
through a merger with a strategic partner in Costa Rica. Currently it is
exploring the potential synergies of a merger with a local air transportation
provider. Among its assets, management continues to believe that the Company's
public trading status makes it an attractive merger partner.

OTHER OPPORTUNITIES. During 2002, management sees several opportunities for
Company growth unrelated to mergers or acquisitions. First, if terrorism
activities are insignificant and the US economy recovers, travel to Costa Rica
may increase with subsequent increases in occupancy at Sunset Reef and Hotel
Alta. Second, management achieved significant sales through the operations of
Restaurant Tropicana at Playa Carmen. These sales are predicted to increase in
2002. Third, with the hiring of a new marketing and sales team in the first
quarter of 2002, management will focus on the expansion over the internet of its
ATP-Costa Rica (in-bound travel) operations.

RESULTS OF OPERATIONS

COMPARISON OF OPERATIONS FOR THE 3-MONTH PERIODS ENDED MARCH 31, 2002 AND 2001

The three-month period reported in this 10-QSB encompasses the traditional high
season when travel to Costa Rica increases. This year the Company has been
challenged by diminished travel demand brought on by the terrorist attacks of
September 11. During the first three months of 2002, travel to Costa Rica
declined by approximately 6% compared to the same period in 2001.

Despite declines in tourist arrivals and increases in competition from new
hotels, during the three-month period ended March 31, 2002, total sales revenue
was approximately $365,00, an increase of 5.3% from the same period in 2001.
This increase is particularly noteworthy as revenues during the first quarter of
2002 did not include any revenue from the sold asset, Ecolodge San Luis.
(Ecolodge San Luis had produced approximately $26,000 of Company sales in the
first quarter of 2001. Revenues from the now Company-operated Tropicana
Restaurant at Playa Carmen were approximately $45,000 in the first quarter of
2002.)

During the three-month period ended March 31, 2002, total operational expenses
(cost of services and operational costs) were about $299,000. This represents a
decline of approximately $17,000 or more than 5% from the same period in 2001.
(In the first quarter of 2001, operational costs for Ecolodge San Luis had
totaled approximately $39,000. Operational costs for Tropicana Restaurant were
about $30,000 in the first three months of 2002.)

During the three-month period ended March 31, 2002 the Company earned
approximately $65,000 (before depreciation of about $21,000 and interest costs
of about $17,400). Net income, including depreciation and interest, was about
$27,000. During the same period in 2000, the Company had a net loss of
approximately $31,000.

                                      -14-
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LIQUIDITY AND CAPITAL RESOURCES

During the first three months of 2002, the Company recorded positive net income
of approximately $27,000. However, prior to this filing, Company operations had
resulted in losses, albeit declining. During 2001, capitalization was not
sufficient to fund necessary expenses, although for the first time, management
did not acquire loans for working capital. The Company has limited, albeit
improving, cash liquidity and capital resources. The Company plans to hold
sufficient cash from the sale of assets in reserve to protect against cash flow
needs during 2002. During the first quarter of 2002, the Company met all cash
flow needs from internal operations.


                           PART II: OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

ACTIONS IN COSTA RICAN LABOR COURT

At this time there are actions against Central American Equities in the Costa
Rican Labor Court that have been brought by former employees who had been
dismissed by the Company due to poor performance or insubordination. These
employees dispute the reason for their dismissal and, as such, claim they are
entitled to additional monetary compensation. The Company considers these
actions to be routine litigation that is incidental to the business (as defined
under Reg. ss.228.103). It is anticipated that any contingent liability stemming
from these claims would be immaterial to the Company.

ITEM 2. CHANGES IN SECURITIES

The Company did not sell or issue any securities of any kind during the
three-month period that ended on March 31, 2002.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

The Company did not default upon any securities of any kind during the three
month period that ended on March 31, 2002.

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

The Company submitted no matter to a vote of its security holders during the
period ended March 31, 2002.

ITEM 5.  OTHER INFORMATION

There is no other information that the Company believes is necessary to include
in this report.

ITEM 6.  EXHIBITS AND REPORTS

Exhibits and reports filed herewith: none.



                                      -15-
<Page>


VERIFICATION SIGNATURES

In accordance with Section 12 of the Securities and Exchange Act of 1934, the
registrant caused this registration to be signed on its behalf by the
undersigned, thereunto duly authorized.


CENTRAL AMERICAN EQUITIES CORP.




BY: Michael N. Caggiano, President/CEO

MICHAEL N. CAGGIANO, President/CEO



CENTRAL AMERICAN EQUITIES CORP.


BY: Richard Wm. Talley, Director

RICHARD WM. TALLEY, DIRECTOR



CENTRAL AMERICAN EQUITIES CORP.


BY: F. O. Rosenmiller, Director

F.O. ROSENMILLER, DIRECTOR


                                      -16-