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 September 30, 2004.

( ) 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 o    (IRS Employer Identification Number)
incorporated 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 (   ).


Number of shares outstanding on September 30, 2004 of
each of the classes of common equity:

19,789,268 shares of Class A Common Stock, $.001 par value

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, and 2003 and an 8K filed in July 2004.



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 Company's 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

                                   September 30, 2004

Current assets
Cash and cash equivalents             $238,753
Account receivable                      48,271
Account receivable from sale of asset        0
Inventory                               22,497
Prepaid expenses                        12,185
                                        321,706
Buildings and equipment,
 Net of depreciation                  5,571,682

Other assets
	Other Assets                             0

Total assets                          5,893,388

	Liability and Stockholders' Equity

Current liabilities
	Accounts payable	               64,870
	Notes Payable Current Portion      36,000
Accrued expenses                       208,028
                                       308,898
Other liabilities
Long term debt                         301,175
Due to officers                         88,176
                                       389,351

Total liabilities                       698,249


Stockholders' equity
 Common stock - $.001 par value;
  25,000,000 authorized, 19,789,268
  issued and outstanding                 19,789
 Preferred stock - $.001 par value;
  1,000,000 shares authorized,
  1,000,000 issued and outstanding        1,000
 Additional paid-in capital          10,366,516
 Accumulated other comprehensive
  Income                                 60,870
  Retained deficit                   (5,253,036)
                                      5,195,139
Total liabilities & stockholders'
  Equity                              5,893,388


            See Notes to Consolidated Financial Statements


CENTRAL AMERICAN EQUITIES CORP. AND SUBSIDIARIES
Consolidated Statement of Operations

                   For the 3-month             For the 9-month
                     period ended                 period ended
                     September 30,                 September 30,

                  2004             2003        2004         2003


Revenues        $ 212,824     $   236,461    923,166       765,589

Cost of Services   99,423         127,571    339,928       264,431

Gross Profit      113,401         108,890    583,238       501,158

Operations
 General &
   Admin          129,880         115,599    500,242       516,487
 Depreciation      42,307          45,823    128,723       137,469

                  172,187         161,422    628,965       653,956

Other Expense
 Interest Exp       6,629          14,473     49,578        62,231
 Other Expense
   sale of asset         0              0     31,750             0
 Loss on Foreign
   Exchange              0              0          0             0

                     6,629         14,473     81,328        62,231

Income taxes             0              0          0             0

NET INCOME (Loss) $(65,415)     $ (67,006)  (127,054)     (215,030)

Weighted Average
share of
Common Stock
Outstanding      19,789,268    15,739,268  19,789,268    15,739,268
 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 Nine Months Ended September 30,

                                                  2004           2003

Cash flows from operating activities:

Net Income                                  $   (132,254)   $ (215,030)
Adjustments to reconcile net loss to
net cash provided by operating activities:
  Unrealized Loss on Foreign Exchange            (20,316)        32,021
  Depreciation and amortization                  128,723        137,469

Decrease (increase) in:
  Accounts receivable                             17,175          3,626
  Inventory                                        8,882         (4,561)
  Prepaid expense and other                       (8,635)         5,798

(Increase) decrease in:
  Accounts payable                                (4,748)      (106,649)
  Accrued expenses                               (59,977)       (48,518)

Net cash used in operating activities:           (71,151)      (195,844)

Cash flows from investing activities:
  Capital expenditures                           (43,750)              0
  Payment received on sale of facility           635,000               0

Net cash used in investing activities            591,250               0

Cash flows from sale of equity:
  Cash flows from sale of equity                        0         86,800

Net cash used from sale of equity                       0         86,000

Cash flows from financing activities:
  Proceeds from loans                             (76,000)       (67,437)
  Proceeds from loans from officers              (291,302)       243,769

Net cash provided by financing activities:       (367,302)       176,332

Net increase (decrease) in cash                   152,798         67,288

Cash - beginning of period                         85,955         25,040

Cash - end of period                              238,753         92,328

Supplemental Disclosures of cash flow information:

Interest                                           49,578         62,231
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 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
Maritima 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.  Hotelera 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. Hotelera Cal Tico, S.A., Bandirma, S.A.,
Sociedad Protectora De La Fuana y Flora Maritima
De Mal Pais, S.F., Ecoprojecto San Luis, S.A. and
Confluencia, S.A. are held 100% by the Company.  All
inter-company 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.






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

Note 1   Summary of Accounting Policies (continued)

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 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.


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

Note 1   Summary of Accounting Policies (continued)

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
air 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, 2003 and 2002,
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 $5.1 million as of December 31, 2003,
expiring in the years 2012 through 2023.  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.



CENTRAL AMERICAN EQUITIES CORP. AND SUBSIDIARIES
Notes to Consolidated 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, 2003 and 2002 deferred taxes consisted
of the following:

                                               2003             2002
Deferred tax assets,
  Net operating loss carry-forward        $  1,865,000   $ 1,564,000
Less valuation allowance                   ( 1,865,000)  ( 1,564,000)
                                              --------      --------
   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, 2003 and 2002 totaled $306,300 and
$133,300, 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 $278,000
during the year ended December 31, 2003 and
although the Company had positive cash flow during the
first six months of 2004, there is some 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
Company's 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.








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

Note 4   Property and Equipment

As of March 31, 2004 plant and equipment consisted of the following:

Land                                               $840,075
Buildings                                         6,051,286
Machinery and equipment                             125,535
Furniture and fixtures                              286,635
Computer equipment                                   73,693
                                                  7,377,224

Less accumulated depreciation                     1,120,386

                                                $ 6,256,838

Depreciation expense in the amount of $183,292 and
$166,377 has been recorded for the years ended December
31, 2003 and 2002 respectively. Depreciation expense
in the amount of $128,723 has been recorded for the nine
month period ended September 30, 2004.

Note 5   Notes Payable

The Company has $288,875 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 September 30, 2004 is a note
payable to shareholder, dated July 21, 2000, of
$48,300.  The note payable bears interest at 21% and was due July 22, 2002.

Note 6   Notes Payable Related Parties

Notes payable as of September 30, 2004 are as follows:

Note payable to shareholder dated November 30, 2000 with
  interest at 5% with no set terms for prepayment                  $ 25,222
Notes payable to principal officer for past salary with
  interest at 5%                                                     56,955
Note payable to shareholder dated July 15, 2000 with
  interest at 6% with no set terms for prepayment                     6,000

Total Due to Officers                                             $  88,176

Note 7   Commitments and Contingencies

The Company has a month-to-month lease for approximately
one acre of property.  Minimum rentals in the
year ending December 31, 2004 is $18,000

Included as a liability on the balance sheet is an accrued
expense in the amount of about $150,000 for non-
payment of sales taxes for Hotel Alta.   These amounts had
grown over several years.  The amount listed is
an accurate reflection on the amount past due at that time
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 1, 2003.
The Company planned to have the cash available to pay past
taxes by selling a beach property called Tropicana
before April 1.  Instead, through negotiations with the
government the Company offered part of the property
to the government in lieu of payment.  Before April 1 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 report date, the Company has paid down the tax
liability by more than $120,000, but is disputing the
interest and penalties.

Note 8   Sale of Asset

During the three-month period ended June 30, 2004, the
Company sold its beach property and open-air
restaurant in Mal Pais known as Restaurante Tropicana
for $635,000 in cash.  The Company paid a company
five percent of the sale price or $31,750 for successfully
brokering the sale.


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 September 30, 2004, 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
Pais near the protected Cabo Blanco
Reserve).  CAE also owned and operated La Luz Restaurant
(located in Hotel Alta) 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 Tropicana Restaurant, were open
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). The Company
sold Restaurant Tropicana in June 2004.
On September 30, 2004, the Company had approximately
55 full-time, part-time and contract
employees.

The following is management's discussion and
analysis of significant factors that affected the
Company's financial position during the three-month
period ended September 30, 2004.

Results of Operations

Comparison of Operations for the 3-Month Periods
Ended September 30, 2003 and 2004

For several years, the Company has been challenged
by diminished travel demand brought on
by the terrorist attacks of September 11, 2001 and
by the increased supply of hotel rooms and
restaurants.  However, a 3-year negative trend
clearly reversed in the first quarter of 2004.

Growth in occupancy continued at Hotel Alta in
the third quarter of 2004.  During the three-
month period ending September 30, 2004, occupancy
at Hotel Alta increased by 22% from the
same period in 2003 growing from 37.0% to 45.1%.
During this quarter, Hotel Alta recorded it
best September occupancy ever.  September is
usually when the hotel records its lowest
monthly occupancy.

Having additional cash from the sale of Tropicana,
CAE took the opportunity to close Sunset
Reef Hotel for most of the third quarter to repair
and paint the building, upgrade the rooms and
bathrooms, and clean and paint the pool area.
Simultaneously, CAE also reconfigured the
Sunset Reef staff; paying and liquidating benefits,
hiring staff on new contracts, and
implementing professional training programs for new
and returning staff members.

Although revenues at Hotel Alta increased, total
revenue for the three-month period ended
September 30, 2004, declined by more than 9% or
about $24,000 from the same period in
2003.  The decline reflects the fact that Sunset
Reef was closed from August 1 through October
31.

Operational expenses (cost of services and general
and administrative costs) also declined but
less rapidly. Operational costs partially reflect
the cost of repairs at Sunset Reef.  During the
three-month period ended September 30, 2004, total
operational expenses were about $229,000.
This represents a decrease of approximately
$14,000 or about 5.7% from the same period in
2003.

During the three-month period ended September 30, 2004
the Company lost approximately
$16,000 before depreciation of about $42,000 and
interest costs of about $6,600.  The net loss
(including depreciation and interest) totaled
about $65,000.  During the same period in 2003,
when Sunset Reef was open, the Company suffered
a net loss of about $67,000.

During the first nine months of 2004 (January 1
to September 30) total Company revenues
increased from $765,589 in 2003 to $923,166, an
increase of 21%.

Future Direction

During its annual meeting held on May 15, 2004
management discussed the advantages and
disadvantages of continuing to operate its
current business while remaining a publicly traded
company.  Foremost was the cost to the Company
of remaining a publicly trading company, as
it is expensive and time consuming.  For this
reason, the board has questioned the value of
remaining a publicly trading Company and has
decided it is not in the best interests of the
shareholders to operate the hotels as a public
entity. As such, we intend to explore the idea of
selling the hotels and seeking out business
opportunity candidates to merge into the Company.
There is no assurance, however, that management
will do this.

Liquidity and Capital Resources

During the first nine months of 2004, the Company
recorded positive net cash flow of
approximately $2,000.   However, prior to this
filing, Company operations had 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 2004.


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. Sec. 228.103). It is anticipated that any
contingent liability stemming from these claims
will be immaterial to the Company.

Potential Legal Proceeding and Liability Concerning
Tax Payments

On November 2002, Hotel Alta owed Tributacion (the
Costa Rican taxing authority)
approximately $240,000 in unpaid sales taxes.  These
taxes have been listed on past balance
sheets 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).  It is the
Company's contention that Tributacion accepted
this offer on April 30, 2003 and began a process
of appraising the property to determine how
much of the tax liability was to be cancelled.

In August 2003, Tributacion notified the Company
that it would not accept the property in lieu
of payment (in whole or in part) and demanded that
the Company pay the past due taxes with
interest and penalties.

Between August 2003 and August 2004 the Company
attempted to negotiate with Tributacion
concerning the amount of taxes owed and the
applicability and legality of interest and penalties
related to those taxes.  These negotiations
were unsuccessful.  As such, on September 13, 2004
the Company brought suit against Tributacion
in the Costa Rican constitutional court for not
accepting this offer of property in exchange
for the 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 plans to pursue the case vigorously.
It is difficult to evaluate the likelihood of an
unfavorable outcome in this case but we estimate
it to be at or below 50%.  If an unfavorable
outcome results, the Company may be liable for
interest and penalties of at least $175,000.  The
tax liability for past payments due of principal
as of September 30, 2004 was approximately
$110,000 (not including potential interest and
penalties) and has been accounted for in the
financial statements of this filing.  As of
November 15, 2004, the Company had yet to be
notified of the constitutional court's decision
if it would hear the merits of the case.

ITEM 2. CHANGES IN SECURITIES

The Company granted 50,000 shares of Class A Common
Stock to an employee of the
Company in February 2004.   No other shares were
sold or issued during the nine-month
period ended September 30, 2004.  As of
September 30, 2004 (and November 15, 2004) the
Company had 19,789,268 shares of Common
Stock issued and outstanding and one million
shares of Preferred Stock issued and outstanding.
The amount of Class A Common Stock
authorized was 25,000,000 shares.  At a shareholder
meeting in May 2004, the shareholders of
the Company authorized the payment of 25,000 shares
of stock as compensation for each of the
three board directors of the Company.  However, as
of November 18, 2004, these shares had
not yet been issued.


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 September 30, 2004.


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

On May 15, 2004 the Company held its annual
meeting at Hotel Alta in Santa Ana, Costa Rica.
At the meeting a quorum was certified with
14,751,171 shares present or 74.5% of the
19,789,268 shares outstanding.  During the
meeting:

1. Richard Wm. Talley, Michael Caggiano, and Jim
Voloshin were elected to the board of
directors with a 96% approval of those shareholders voting.
2. Clyde Bailey was approved as the auditor
for the Corporation with a 99% approval of
those shareholders voting.
3. The amount of Class A Common Stock authorized
was increased from 20,000,000
shares to 25,000,000 shares with a 93% approval
of those shareholders voting.
4. The outstanding board director loans were assigned
a 5% interest rate with a 93%
approval of those shareholders voting.
5. The board directors were each granted 25,000 shares
of common stock as compensation
with a 93% approval of those shareholders voting
(prior to this vote, board members did
not receive compensation for board services accept
reimbursement for expenses).

The Company submitted no other matters to a
vote of its security holders during the nine-month
period ended September 30, 2004.


ITEM 5. OTHER INFORMATION

See Item 6 below. There is no other
information to be filed here.

ITEM 6.  EXHIBITS AND REPORTS

No exhibits are filed with this Form 10-QSB.
Additional information may be found in the
Annual Report on Form 10K of the Registrant for
the year ended December 31, 1998, 1999,
2000, 2001, and 2002.  No reports were filed on
Form 8-K during the last quarter of the period
covered by this report.

A report on Form 8-K (disposition of an asset)
was filed in July 2004.  It reported the sale of
Restaurant Tropicana CAE's beach property
located in Mal Pais, Costa Rica.  CAE sold the
property and small structure (a small open-air
restaurant, known as Tropicana) to a private
buyer.   Total consideration for the sale was
$635,000 including previously received earnest
money deposits.  The price was based primarily
on the value of the land. CAE used proceeds
from the sale to reduce corporate debt including
debt related to taxes due. CAE is currently
negotiating to rent Tropicana restaurant and open
it during the high season (December to April).



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
November 15, 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 September 30, 2004
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:   November 15, 2004