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, 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 of     (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 (  )  NO (  X ).

Note:  The Company has not yet filed all
10-Q reports required in 2004.

The number of shares outstanding on March 31, 2004
of each of the issuers 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, 2003, and 8-K of 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 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

                                    March 31, 2003	March 31, 2004

Current assets
Cash and cash equivalents              $30,256         $127,540
Account receivable                      51,219           68,100
Account receivable from sale of asset    5,790
Inventory                               21,750           25,700
Prepaid expenses                         2,768            2,188
                                        111,784          223,527
Buildings and equipment,
 Net of depreciation                   6,419,575        6,256,838

Other assets
 Other Assets                                 0                0

Total assets                          6,531,359        6,480,365

	Liability and Stockholders' Equity

Current liabilities
 Accounts payable                       257,353           71,994
Note Payable Current Portion                0            36,000
Accrued expenses                       295,744          283,303
                                        553,097          391,298
Other liabilities
Long term debt                         451,396          341,176
Due to officers                        136,200          364,386
                                       587,596          705,562


Stockholders' equity
 Common stock  $.001 par value;
  20,000,000 authorized, 19,789,268
  issued and outstanding                 15,439           19,789
 Preferred stock - $.001 par value;
  1,000,000 shares authorized,
  0 issued and outstanding                    0            1,000
	Additional paid-in capital          10,163,116       10,365,516
	Accumulated other comprehensive
  Income                                 97,887           81,186
 	Retained deficit                    (4,885,776)      (5,084,986)
                                      5,390,666        5,383,505
Total liabilities & stockholders
  Equity                              6,531,360        6,480,364


            See Notes to Consolidated Financial Statements


CENTRAL AMERICAN EQUITIES CORP. AND SUBSIDIARIES
Consolidated Statement of Operations

For the three month period ended March 31,


                                   2004                           2003

Revenues                    $   434,293                     $   316,870

Cost of Services                144,835                          86,908
Gross Profit                    289,458                         229,962

Operations
  General & Administrative      191,574                         206,334
     Depreciation                43,486                          45,823

                                235,060                         252,157

Other Expense
  Interest Expense               18,602                          21,133

Income taxes                         0	                             0

NET INCOME (Loss)      $         35,796                     $   (43,328)

Weighted Average share of
Common Stock Outstanding      19,789,268                     15,439,268

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

Net Gain (Loss) per
Fully Diluted Share       $       .01	               $       (.01)





See Notes to Consolidated Financial Statements


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

                                                    2004           2003

Cash flows from operating activities:           $    35,796    $ (43,328)

Net Income
Adjustments to reconcile net loss to
net cash provided by operating activities:
  Unrealized Loss on Foreign Exchange                    0         21,021
  Depreciation and amortization                     43,486         45,823

Decrease (increase) in:
  Accounts receivable                               (2,654)         1,636
  Inventory                                          5,679         (1,436)
  Prepaid expense and other                          1,362          4,769

(Increase) decrease in:
  Accounts payable                                   2,376         12,949
  Accrued expenses                                  15,298         (3,437)

Net cash used in operating activities:             101,345          37,997

Cash flows from investing activities:
  Capital expenditures                              (8,669)             0

Net cash used in investing activities               (8,669)             0

Cash flows from financing activities:
  Proceeds from loans                               (35,999)      (30,281)
  Proceeds from loans from officers                 (15,092)      ( 2,500)

Net cash provided by financing activities:          (51,091)      (32,781)

Net increase (decrease) in cash                      41,584         5,216

Cash  beginning of period                            85,955        25,040

Cash  end of period                                 127,540        30,256

Supplemental Disclosures of cash flow information:

Cash Paid for Interest                               18,602        21,133
Cash Paid for Income Taxes                                0             0

Non-cash Transactions:

Shares Issued for Services                            2,500             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 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.  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 Company 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
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 stockholder 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 $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.
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.


CENTRAL AMERICAN EQUITIES CORP. AND SUBSIDIARIES
Notes to 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 net income during the first three 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 Company
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 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 $43,486 has been
recorded for the three month period ended March 31, 2004.

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

Note 5   Notes Payable

The Company has $328,876 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 December 31, 2001 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 March 31, 2004 are as follows:

Note payable to shareholder dated November 30, 2000 with
interest at 6% with  no set terms for prepayment             $129,222
Notes payable to principal officer for past salary            237,164
Note payable to shareholder dated July 15, 2000 with
interest at 6% with no set terms for prepayment                34,000

Total Due to Officers                                        $364,386

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, 2004 are $18,000

Included as a liability on the balance sheet is an accrued expense in the
amount of about $160,000 for
non-payment of sales taxes for Hotel Alta.   These amounts have 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 $80,000, but is 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 March 31, 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 Company sold Restaurant Tropicana in June 2004.)

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).  On March 31, 2004, the Company had approximately
60 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
March 31, 2004.

Results of Operations

Comparison of Operations for the 3-Month Periods Ended March 31, 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 the increased supply of
hotel rooms and
restaurants.  However, a tumultuous 3-year trend clearly reversed in the
first quarter of 2004.

During the first three months of 2004, occupancy at Hotel
Alta increased
by 33% from the same
period in 2003 growing from 54% to 72%.   Sunset Reefs growth
 was more dramatic.  During
the first three months of 2004 occupancy at Sunset Reef
increased by 73% from 36% in 2003 to
63% in 2004.  Although walk-ins and reservations (including
internet reservations) grew
significantly, Sunset Reef was greatly assisted by the
introduction of an all-woman surf Camp.
Hotel Altas growth was boosted by increases in business
travelers, guests sent by local travel
agencies, and internet reservations.  For both hotels,
occupancy for February and March 2004,
has been the best ever for these months.

The growth in occupancy led to striking growth in revenue.
During the three-month period ended
March 31, 2004, revenues were about $434,000.  This represents
an increase of approximately
$117,000 or more than 27% from the same period in 2003.
Operational expenses (cost of
services and general and administrative costs) grew, but
less rapidly.  During the three-month
period ended March 31, 2004, total operational expenses were
about $336,000.  This represents
an increase of approximately $43,000 or about 13% from the
same period in 2003.

During the three-month period ended March 31, 2003 the
Company earned approximately
$98,000 before depreciation of about $46,000 and interest costs of
about $19,000.  The net
income, including depreciation and interest, was about $36,000.
During the same period in 2003,
the Company suffered a net loss of about $43,000.

Two items on the balance sheet are of particular note.  The Company
continued to pay down its
$500,000 note to BCT.  As of March 31, 2004, the loan to BCT had a
balance of about $329,000,
a reduction of $36,000 during the period.  Also during the period,
CAE awarded 50,000 shares of
Class A Common stock to an employee of the Company.  This increased
the number of shares
issued and outstanding to 19,789,268.



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 three months of 2004, the Company recorded positive
net income of
approximately $36,000.   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 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. 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 March 31, 2004

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 Company 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 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
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 approximately
at least $175,000.  The
principal tax liability for past payments due as of March 31, 2004
was approximately
$160,000(not including potential interest and penalties) and has
been accounted for in the
financial statements of this filing.

ITEM 2. CHANGES IN SECURITIES

The Company granted 50,000 shares of Class A Common Stock to an
employee of the Company
during the three-month period that ended on March 31, 2004.   No
other shares were sold or
issued during this three-month period.  As of March 31, 2004 (and
October 12, 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 March 31, 2004.

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 March 30, 2004.

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

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 that reported the sale of
Restaurant Tropicana our beach property located in Mal Pais,
Costa Rica.  CAE has 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 dollars 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 may retain a
relationship with the new owner.  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
October 12, 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 March 31,
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:   October 12, 2004