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 June 30, 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 0-24185

     CENTRAL AMERICAN EQUITIES CORP.

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

      Hotel Alta, Alto de las Palomas
            Santa Ana, Costa Rica
Mailing Address: Interlink 964, PO Box 02-5635, Miami, FL   33102
    (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 (   ).

Note:  The Company has not yet filed last quarter 10-Q report
required in 2003, nor the 10-KSB required for year 2003.

Number of shares outstanding on June 30, 2003 of each of the
classes of common equity:

15,439,268 Shares Class A Common Stock, $.001 par value
(Number of shares outstanding of each of the Registrant's
classes of common stock.)

_ Note that the number of shares outstanding as of May 1, 2004 is as follows:

19,789,268 shares of Class A Common Stock, $001 par value and
1,000,000 shares of Class A Preferred 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, 2002



PART I: FINANCIAL INFORMATION


ITEM 1. FINANCIAL INFORMATION

Central American Equities Corp. (the "Company" or "CAE") is a US hospitality
 company, based in Santa Ana, Costa Rica 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
Companys hotels in Costa Rica, and, as such, are reported as
one operating segment (per FASB Statement No. 131).
Financial statements follow.


CENTRAL AMERICAN EQUITIES CORP. AND SUBSIDIARIES
Consolidated Balance Sheet


Assets

                                    June 30, 2003   December 31, 2002

Current assets
Cash and cash equivalents              $18,873          $25,040
Account receivable                      40,052           52,856
Account receivable from sale of asset        0            5,790
Inventory                               29,074           20,314
Prepaid expenses                         3,283            7,537
                                        91,282          111,537
Buildings and equipment,
 Net of depreciation                 6,373,752        6,465,398

Other assets
 Other Assets                                0                0

Total assets                         6,465,034        6,576,935

	Liability and Stockholders Equity

Current liabilities
 Accounts payable	                   278,738          244,404
 Accrued expenses                       320,436          299,181
                                        599,175          543,585
Other liabilities
Long term debt                         432,691          481,677
Due to officers                        136,200          138,700
                                       568,891          620,377


Stockholders' equity
 Common stock $.001 par value;
  20,000,000 authorized, 15,439,268
  issued and outstanding                 15,439           15,439
 Preferred stock $.001 par value;
  1,000,000 shares authorized,
  0 issued and outstanding                    0                0
	Additional paid-in capital      10,163,116       10,163,116
	Accumulated other comprehensive
  Income                                108,887           76,866
 	Retained deficit                (4,990,473)      (4,842,448)
                                      5,296,969        5,412,973
Total liabilities & stockholders
  Equity                              6,465,034        6,576,935


            See Notes to Consolidated Financial Statements


          CENTRAL AMERICAN EQUITIES CORP. AND SUBSIDIARIES
              Consolidated Statement of Operations

                             For the 3-month         For the 6-month
                               period ended           period ended
                                June 30,                 June 30,

                              2002          2003          2002        2003


Revenues                   $ 203,915     $   212,258    568,896     529,128

Cost of Services              68,515         49,952     171,462     136,860

Gross Profit                 135,400        162,306     397,434     392,268

Operations
 General & Administrative    198,115        194,555     394,731     400,888
 Depreciation                 36,364         45,823      72,728      91,646

                             234,479        240,377     467,459     492,534

Other Expense
  Interest Expense            26,420         26,625      43,825      47,758
  Loss on Foreign Exchange        69              0          69           0

                              26,489         26,625      43,894      47,758

Income taxes                       0              0           0           0

NET INCOME (Loss)       $   (125,568)  $   (104,697)   (113,919)   (148,024)

Weighted Average share of
Common Stock Outstanding  14,739,268     15,439,268  14,739,268  15,439,268
 Gain (Loss) per
 Common Share       $         (0.01)    $     (0.01)  $  (0.01) $    (0.01)






See Notes to Consolidated Financial Statements


CENTRAL AMERICAN EQUITIES CORP. AND SUBSIDIARIES
Statements of Cash Flow
For the Six Months Ended June 30,

                                                2002           2003

Cash flows from operating activities:      $    11,649    $(148,025)

Net Income
Adjustments to reconcile net loss to
net cash provided by operating activities:
  Unrealized Loss on Foreign Exchange                0       32,021
  Depreciation and amortization                 36,364       91,646

Decrease (increase) in:
  Accounts receivable                           (4,316)      18,594
  Inventory                                      1,219       (8,761)
  Prepaid expense and other                      2,472        4,254

(Increase) decrease in:
  Accounts payable                             (18,000)      34,334
  Accrued expenses                              (6,052)      21,255

Net cash used in operating activities:          23,336       45,319

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)     (48,986)
  Proceeds from loans from officers             (1,000)     ( 2,500)

Net cash provided by financing activities:     (10,000)     (51,486)

Net increase (decrease) in cash                 13,336       (6,167)

Cash beginning of period                      28,495       25,040

Cash end of period                            41,831       18,873

Supplemental Disclosures of cash flow information:

Interest                                        43,825       47,758
Income Taxes                                         0            0

           See Notes to Consolidated Financial Statements



          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 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:  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.

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.

Marine Lodge Partners L.P. was formed in March 1995 to raise $1 million
for the purchase and renovation of the Sunset Reef.  MarineLodge
Partners was a California limited partnership.  Marine Lodge 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 owns 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.

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.

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
Companys 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 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 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.

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.  Non-monetary assets and liabilities are translated at
historical rates.  Revenues and expenses are translated at average rates
 throughout the year.  The unrealized translation gains and loses are
accumulated in a separate component of stockholders equity  Translation
exchange gains and losses are reflected in net earnings.

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 is based on the
amount of future cash flows associated with each instrument
discounted using the Company's borrowing rate.  At December 31,
2002 and 2001, 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
$4.8 million as of December 31, 2002, expiring in the years
2012 through 2022.  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.

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.

Recent Accounting Pronouncements

In November 2002, the FASB issued Interpretation No.
45, "Guarantor's Accounting and Disclosure
Requirements for Guarantees, including Indirect Guarantees
of Indebtedness of Others"
("Interpretation No. 45"). Interpretation No. 45 elaborates
on the existing disclosure requirements
for most guarantees, including loan guarantees such
as standby letters of credit. It also clarifies that
at the time a company issues a guarantee, the company
must recognize an initial liability for the fair
market value of the obligations it assumes under that
guarantee and must disclose that information
in its interim and annual financial statements. The
initial recognition and measurement provisions of
Interpretation No. 45 apply on a prospective basis to
guarantees issued or modified after December
31, 2002. Interpretation No. 45 did not have an effect
on the financial statements.

In January 2003, the FASB issued Interpretation No. 46,
 "Consolidation of Variable Interest Entities"
("Interpretation No. 46"), that clarifies the application
 of Accounting Research Bulletin No. 51,
"Consolidated Financial Statements," to certain entities
in which equity investors do not have the
characteristics of a controlling financial interest or
do not have sufficient equity at risk for the entity
to finance its activities without additional subordinated
 financial support from other parties.
Interpretation No. 46 is applicable immediately for
variable interest entities created after January 31,
2003. For variable interest entities created prior to
 January 31, 2003, the provisions of Interpretation
No. 46 are applicable no later than July 1, 2003.
Interpretation No. 46 did not have an effect on the
financial statements.

In December 2002, the FASB issued SFAS No. 148, "Accounting
for Stock-Based Compensation --
Transition and Disclosure, an amendment of FASB
Statement No. 123" ("SFAS 148"). This
Statement amends SFAS 123 to provide alternative
methods of transition for a voluntary change to
the fair value method of accounting for stock-based
 employee compensation. In addition, SFAS 148
amends the disclosure requirements of SFAS 123 to
require prominent disclosures in both annual
and interim financial statements. Certain of the
disclosure modifications are required for fiscal years
ending after December 15, 2002 and are included in
 the notes to these consolidated financial
statements.

Statement of Financial Accounting Standards SFAS
No. 149, "Amendment of Statement 133 on
Derivative Instruments and Hedging Activities",
SFAS No. 150, "Accounting for Certain Financial
Instruments with Characteristics of both Liabilities
and Equity", were recently issued. SFAS No, 149,
and 150 have no current applicability to the Company
or their effect on the financial statements
would not have been significant.


Note 2    Federal Income Tax
At December 31, 2002 and 2001 deferred taxes consisted
of the following:

                                               2003             2002
Deferred tax assets,
  Net operating loss carry-forward       $  1,564,000   $ 1,430,700
Less valuation allowance                  ( 1,564,000)  ( 1,430,700)
                                            --------    --------------
   Net deferred taxes                 $       -0-       $      -0-
                                           ========          ========



The valuation allowance offsets the net deferred
tax asset for which there is no assurance of
recovery. The change in the valuation allowance
for the years ended December 31, 2002 and 2001
totaled $133,300 and $242,200, respectively. The
net operating loss carry- forward expires in year
2022. The valuation allowance will be evaluated at
 the end of each year, considering positive and
negative evidence about whether the deferred tax
asset will be realized.

At that time, the allowance will either be increased
or reduced; reduction could result in the complete
elimination of the allowance if positive evidence
indicates that the value of the deferred tax assets is
no longer impaired and the allowance is no longer required.

Note 3   Going Concern

The Company incurred a net loss of approximately
$392,000 during the year ended December 31,
2002 that raised substantial doubt about the entity's
ability to continue as a going concern.

The Company has received additional financing through
the sale of a non-performing asset,
continues to control expenses, and evaluates the ongoing
 performance of the Companys assets.
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 4   Property and Equipment

As of June 30, 2003 plant and equipment consisted of the following:

Land    			       $  840,075
Buildings			        6,042,617
Machinery and equipment	     116,036
Furniture and fixtures         286,635
Computer equipment              73,693
                             7,359,056

Less accumulated depreciation	985,261

                            $6,373,795

Depreciation expense in the amount of $166,377 and $45,823 has been
recorded for the year ended December 31, 2002 and the
quarter ended June 30, 2003, respectively.

Note 5   Notes Payable

On June 30, 2003, the Company had $384,391 outstanding
against a $500,000 line of credit with
Banco BCT, which bears interest at the prime rate plus
3%.   Principal payments were to begin on
January 10, 2000 in monthly installments of $38,462;
however, payments were renegotiated.  During
2001 and 2002, 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 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 $3,000 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.

Included in notes payable at June 30, 2003 is a note
payable to shareholder, dated July 21, 2000, of
$48,300.  The note payable bears interest at 21% and
is due July 22, 2002.

Note 6  Due to Officers

Notes payable as of June 30, 2003 are as follows:

Note payable to shareholder dated November 30, 2000
 with interest at 5% with
  no set terms for prepayment                               $130,200
Note payable to shareholder dated July 15, 2000
with interest at 5% with
  no set terms for prepayment                                  6,000

Total Due to Officers                                       $136,200

Note 7  Commitments and Contingencies

The Company has a month-to-month lease for 1 acre of property.
Minimum rentals in the year
ending December 31, 2003 are $18,000

Note 8 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 Companys stock that was issued was
allocated to assets and liabilities based on the estimated
fair value as of the acquisition date.

Note 9  Subsequent Events

Included as a liability on the balance sheet
is an accrued expenses in the amount of approximately
$250,000 for non-payment of sales taxes for Hotel Alta.
These amounts have grown over several
years.  This amount reflects the amount past due not
including penalties or interest.

Penalties and interest were not included as the government
had an amnesty program that forgave
penalties and interest on all past taxes paid by April 30, 2003.
 The Company planned to have the
cash available to pay past taxes by selling a
beach property called Tropicana before April 30.
Instead, through negotiations with the government
 the Company offered part of the property to the
government in lieu of payment.  Before April 30
the government accepted the property and began
an appraisal to see how much of the past taxes it
 would cover.  In August 2003, the government
reversed course on the offer to accept the property.
 They demanded full payment of the back taxes
including penalties and interest. As of the May 2004,
 the Company had paid down the tax liability
by about $80,000, but was disputing the interest and
penalties.



ITEM 2. MANAGEMENT DISCUSSION AND ANALYSIS

Central American Equities Corp. (the "Company" or
"CAE") is a US hospitality company, based
in Santa Ana, Costa Rica 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 June 30, 2003, CAE owned Hotel Alta in Santa Ana
(a suburb of the capital city of San
Jose), and Sunset Reef (on the Pacific Ocean in Mal Pai
s near 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.  Beginning
in late 2001, Tropicana Restaurant was operated by
the Company (in past years it had been rented
on a monthly basis).  On June 30, 2003, the Company
 had approximately 60 full-time, part-time
and contract employees.

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 June 30,
2003.

Results of Operations

Comparison of Operations for the 3-Month Periods Ended
June 30, 2003 and 2002

As has been reported over the last 12 to 15 months, the
Company has continued to be challenged
by diminished travel demand brought on by the terrorist
attacks of September 11 and the increased
supply of hotel rooms and restaurants.  During the three
 month period ended June 30, 2003,
occupancy at Hotel Alta remained about the same as the
same period in 2002; occupancy at Sunset
Reef increased by about 25%.  In comparing the same
periods, Company revenues increased by
about 4% to $212,258.

During the three-month period ended June 30, 2003,
total operational expenses (cost of services
and general and administrative costs) were about
$245,000.  This represents a decline of
approximately $22,000 or more than 8% from the same
 period in 2002.

During the three-month period ended June 30, 2003
the Company lost approximately $32,000
before depreciation of about $46,000 and interest
costs of about $27,000.  The net loss, including
depreciation and interest, was about $104,000.

Liquidity and Capital Resources

During the first six months of 2003, the Company
recorded negative net cash flow.  In 2002,
Company operations also resulted in losses. 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 the
remainder of 2003.



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.
228.103). It is anticipated that any contingent
liability stemming from these claims would be
immaterial to the Company.  See Item 5 for potential
litigation subsequent to the due date for this
filing.

Potential Legal Proceeding and Liability Post June 30, 2003

As of June 2003, Hotel Alta owed Tributacion (the Costa
Rican taxing authority) approximately
$250,000 in unpaid sales taxes.  These taxes have been
listed on the balance sheet as an accrued
expense.  The Costa Rica government offered to all
companies in Costa Rica amnesty from
interest and penalties for back taxes paid by April 30, 2003.
  Prior to April 30, 2003, CAE, unable
to pay these taxes in cash, proposed that the debt be resolved
with the exchange of property worth
an equivalent value  (part of the parcel in Playa Carmen where
Restaurante Tropicana is located).
At the time, Tributacion appeared to accept the offer.
However, in August 2003, Tributacion
declined to accept the offer.

As of May 2004 the Company had filed an
administrative complaint against Tributacion to obtain
its full rights under the amnesty law.
 If this action is unsuccessful the Company may bring suit
against the Costa Rican sales tax authority
 for not accepting the offer of property in exchange for
an outstanding tax liability.  The refusal of the offer
denied the opportunity for the Company to
successfully meet the tax amnesty deadline.   Believing
 it has been denied due process and equal
treatment under Costa Rican law, management currently
 would pursue the case vigorously if a
negotiated or administrative settlement is not achieved.
  It is difficult to evaluate the likelihood of
an unfavorable outcome of such a case but we estimate it
to be at or below 50%.  If an unfavorable
outcome results, the Company could be liable for interest
 and penalties of approximately
$150,000.  The tax liability as of June 30, 2003 (less potential
interest and penalties) has been
accounted for in the financial statements of this filing.


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 June 30, 2003.

Changes in Securities after March 31, 2003

During the fourth quarter of 2003, the Company raised cash by
selling securities that were not
registered under the Securities Act of 1933, as amended (the "
Securities Act"), or any state
securities laws.  The sale of the securities was intended to
be exempt from registration under the
Securities Act, by virtue of Section 4(2) of Regulation D.

The Company successfully sold 3,360,000 shares of Common Stock
and 1 million shares of
Class "A" convertible preferred stock.  In total, the Company
raised $178,200 net of costs from
the sale of stock.  The average price per share was $0.05. The
 shares were sold entirely to current
Company stockholders.

The proceeds of these sales, less any deductions for transactional
 fees including, but not limited
to, commissions, accounting fees, legal fees, and printing costs
was used for debt reduction
(including reduction of a tax liability) and working capital.
The Company paid a director of the
Company (Talley) $19,800 (10% of gross proceeds) in commission
on the sale of the stock.

The Class "A" convertible preferred stock has the following provisions:
a) the option to transfer
the shares into common stock on a
one-for-one basis, b) the same voting rights as common stock,
and c) the same liquidation preferences as common stock.

During December 2003, the Company also exchanged 240,000
shares of Common Stock for
$12,000 debt owed to a director (Rosenmiller).  The debt
was exchanged for shares at a price of
$0.05 per share.

The Company has also issued as compensation
(subsequent to the due date of this report)
additional shares of Common Stock to Michael
Caggiano, the Company President and CEO.  In
the fourth quarter of 2003 the Company issued
an additional 700,000 shares of Common Stock
to Caggiano.  Recognizing that significant past
salary was due and payable, the board
collateralized full compensation due with a company asset:
the Playa Carmen (Tropicana)
property in Mal Pais.   In the first quarter of 2004 the
Company granted  50,000 shares of
Common Stock to an employee of the Company.

As of April 30, 2004 the Company had 19,789,268 shares
of Common Stock issued and
outstanding and one million shares of Preferred Stock
issued and outstanding.


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 June 30, 2003.

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 three-month period
ended June 30, 2003.

ITEM 5. OTHER INFORMATION

ITEM 5A. INFORMATION SUBSEQUENT TO MARCH 31, 2003

The following information occurred subsequent to the
due date of this filing and is not covered in
the financial statements of this filing.

Changes in Registrant's Certifying Accountant

At a board of directors meeting held on August 28, 2003
 of which a quorum was present, the
Board of Directors of Central American Equities accepted
the resignation of Pinkham and
Pinkham as its Certified Accountant for the fiscal years
 ended December 31, 1999, December 31,
2000 and December 31, 2001.

During the previous three years, Pinkham and Pinkham
was the principal accountant for Central
American Equities Corp.  At no time did Pinkham and
Pinkhams financial statements contain an
adverse opinion or disclaimer of opinion or was
modified as to uncertainty, audit scope, or
accounting principles.  Nor were there any disagreements
with Pinkham and Pinkham on any
matter of accounting principles or practices, financial
statement disclosure, or auditing scope or
procedure.

On August 28, 2003, Central American Equities engaged
 Clyde Bailey, P.C. Certified Public
Accountants as the principal accountant for the Company.
 Central American Equities has
authorized Pinkham and Pinkham to respond fully to the
inquiries of the successor accountant.


ITEM 6.  EXHIBITS AND REPORTS

Exhibits and reports filed herewith: none.





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: P. James Voloshin, Director

P. James Voloshin, DIRECTOR



SARBANES-OXLEY ACT SECTION 302 CERTIFICATIONS

 I, Michael Caggiano, President and Chief Executive Officer,
certify that:

1. I have reviewed this quarterly report on Form 10-Q of
Central American Equities
Corporation;

2. Based on my knowledge, this 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 report;

3. Based on my knowledge, the financial statements, and other
financial information
included in this 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
report;

4. I am responsible for establishing and maintaining disclosure
controls and procedures (as
defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and
internal control over financial
reporting (as defined in Exchange Act Rules 13a-15(f) and
15d-15(f)) for the registrant and
have:

(a) Designed such disclosure controls and procedures,
or caused such disclosure controls
and procedures to be designed under our supervision, 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 report is being
prepared;

(b) Designed such internal control over financial reporting,
 or caused such internal control
over financial reporting to be designed under our supervision,
 to provide reasonable
assurance regarding the reliability of financial reporting and
the preparation of financial
statements for external purposes in accordance with generally
accepted accounting
principles;

(c) Evaluated the effectiveness of the registrant's disclosure
controls and procedures and
presented in this report our conclusions about the effectiveness
of the disclosure controls
and procedures; and

(d) Disclosed in the report any change in the registrant's internal
 control over financial
reporting that occurred during the registrant's most recent fiscal
quarter (the registrant's
fourth fiscal quarter in the case of an annual report) that has
materially affected, or is
reasonably likely to materially affect, the registrant's internal
 control over financial reporting;

5.  I have disclosed, based on our most recent evaluation of
internal control over financial
reporting, to the registrant's auditors and the audit committee
 of registrant's board of
directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the
design or operation of internal
control over financial reporting which are reasonably likely to
 adversely affect the
registrant's ability to record, process, summarize and report
 financial information; and

(b) Any fraud, whether or not material, that involves management
or other employees who
have a significant role in the registrant's internal control over
 financial reporting.


/s/ Michael N. Caggiano
----------------------------------------------
Michael N. Caggiano
President and Chief Executive Officer
May 7, 2004



SARBANES-OXLEY ACT SECTION 906 CERTIFICATIONS

I Michael N. Caggiano, President and Chief Executive Officer
 of Central American Equities
Corporation, hereby certify that:

1. The annual report of the registrant on Form 10-Q for the
quarter ended June 30, 2003
fully complies with the requirements of Section 13(a) or 15(d)
of the Securities Exchange
Act of 1934; and

2. The information contained in the annual report fairly presents, in
all material respects, the
financial condition and results of operations of the registrant as of
the dates and for the
periods expressed in the quarterly report.

/s/ Michael N. Caggiano
----------------------------------------------
Name: Michael N. Caggiano
Title: President and Chief Executive Officer
Date:   May 7, 2004