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, 2005.

( ) 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
incorporated or organization)           Identification Number)


                   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:

                 Common Stock, $.001 Par Value

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


The number of shares outstanding on September 30, 2005 of each
of the issuer's classes of common equity:


        2,141,553 shares of Common Stock,
                $0.001 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 2004.



PART I: FINANCIAL INFORMATION


ITEM 1. FINANCIAL INFORMATION

Central American Equities Corp. (the "Company" or "CAE") is a US
hospitality company, incorporated in the State of Florida, and
based in Santa Ana, Costa Rica.  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


                                          September 30, 2005

ASSETS

Current assets
  Cash and cash equivalents                           40,890
  Account receivable                                  70,126
  Inventory                                           27,506
  Prepaid expenses                                       157
 Total Current Assets                                138,679

Buildings and equipment,
  Net of depreciation                              5,396,337

Total Assets                                       5,535,016

	LIABILITY & STOCKHOLDER EQUITY

Current liabilities
  Accounts payable                                    73,689
  Note Payable Current Portion                        88,000
  Accrued expenses                                    87,741
 Total Current Liabilities                           249,430

Long-Term Liabilities
  Long term debt                                     161,176
  Due to officers                                     86,409
 Total Long-Term Liabilities                         247,585

Total Liabilities                                    497,014

Stockholders' equity
 Common stock $.001 par value;
  25,000,000 authorized, 2,141,553
  issued and outstanding                               2,142
 Preferred stock - $.001 par value;
  1,000,000 shares authorized,
  0 issued and outstanding                                 0
Additional paid-in capital                        10,400,016
Accumulated other comprehensive
  Income                                              21,997
Retained deficit                                  (5,386,153)

Total Stockholder Equity                           5,038,002

Total liabilities & stockholders' Equity           5,535,016




            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            2005          2004                2005


Revenues         $ 212,824     $   295,347        923,166        $1,053,080

Cost of Services    99,423          85,039        339,928           284,476

Gross Profit       113,401         210,308        583,238           768,604

Operations
 General &
  Administrative   129,880         192,338        500,242           574,411
 Depreciation       42,307          42,307        128,723           128,167

                   172,187         234,645        628,965           702,578

Other Expense
  Interest Exp       6,629           5,436         49,578            82,730
  Asset Sale (net)       0               0         59,703                 0
                         _               _              _                 _

                     6,629           5,436        109,281            82,730

Income taxes             0               0              0                 0

NET INCOME
  (Loss)      $   (65,415)     $   (29,773)   $  (155,008)        $ (16,704)

Weighted Average share of
 Common Stock Outstanding
                19,789,268        2,141,553     19,789,268        2,141,553
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           2005
Cash flows from operating activities:

Net Income                                    $   (132,254)      (16,704)

Adjustments to reconcile net loss to
net cash provided by operating activities:
  Unrealized Loss on Foreign Exchange              (20,316)       (20,000)
  Depreciation and amortization                    128,723        128,167

Decrease (increase) in:
  Accounts receivable                               17,175         18,624
  Inventory                                          8,882         (2,817)
  Prepaid expense and other                         (8,635)         6,056

Increase (decrease) in:
  Accounts payable                                  (4,748)       (25,405)
  Accrued expenses                                 (59,977)      (125,938)

Net cash used in operating activities:             (71,151)       (38,017)

Cash flows from investing activities:
  Capital expenditures                             (43,750)       (24,975)
  Change in common and preferred stock                   0        (18,722)
  Payment received on sale of asset                635,000              0

Net cash used in investing activities              591,250        (43,697)

Cash flows from stock options exercised:
  Proceeds from stock options exercised                 0           20,000

Net cash from stock options exercised                   0           20,000

Cash flows from financing activities:
  Proceeds from loans                             (76,000)        (76,000)
  Proceeds from loans from officers              (291,302)         49,639

Net cash provided by financing activities:       (367,302)        (26,361)

Net increase (decrease) in cash                   152,798         (88,076)

Cash  beginning of period                         85,955          128,966

Cash  end of period                              238,753           40,890





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

                                              2004            2005


Supplemental Disclosures of cash flow information:

Cash Paid for Interest                       49,578          16,871
Cash Paid for Income Taxes                        0               0

Non-cash Transactions:

Shares Issued for Services                       0           55,000






















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,
restaurants, and real property in Costa Rica.

Financial Statement Presentation

The consolidated un-audited interim financial statements of the
Company as of September 30, 2005 and for the three and nine month
periods ending September 30, 2005, included herein, have been
prepared in accordance with the instructions for Form 10QSB under
the Securities Exchange Act of 1934, as amended, and Article 10 of
Regulation S-X under the Securities Act of 1933, as amended. The
December 31, 2004 Consolidated Balance Sheet was derived from
audited financial statements, but does not include all disclosures
required by generally accepted accounting principles. Certain
information and note disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted pursuant to such rules and
regulations relating to interim consolidated financial statements.

In the opinion of management, the accompanying consolidated un-
audited interim financial statements reflect all adjustments,
consisting only of normal recurring adjustments, necessary to fairly
present the financial position of the Company as of September 30,
2005, and the results of their operations for the three and nine
month periods ending September 30, 2005 and 2004, and their cash
flows for the nine months ending September 30, 2005 and 2004.

The results of operations for such periods are not necessarily
indicative of results expected for the full year or for any future
period. These financial statements should be read in conjunction
with the audited consolidated financial statements as of December
31, 2004 and 2003 and related notes included in the Company's Form
10-KSB filed with the Securities and Exchange Commission.

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.


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

Note 1 -Summary of Accounting Policies (continued)

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.

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, 2004
and 2003, 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 $5.4
million as of December 31, 2004, 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




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

Note 1 -Summary of Accounting Policies (continued)

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 carry-
forwards.  Because of the uncertainties discussed in Note 2, however,
any deferred tax asset established for utilization of the Company's
tax loss carry-forwards would correspondingly require a valuation
allowance of the same amount pursuant to SFAS No. 109.  Accordingly,
no deferred tax asset is reflected in these financial statements.

Note 2 -Going Concern

As shown in the accompanying financial statements, the Company
incurred a net loss of approximately $238,000 during the year ended
December 31, 2004 that raise 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.

Note, however, that the Company was cash-flow positive for the nine-
month period ending September 30, 2005.

Note 3 -Property and Equipment

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

Land                     $249,547
Buildings               5,995,553
Machinery and equipment   125,535
Furniture and fixtures    286,635
Computer equipment         73,693
                        6,730,963

Less accumulated
 depreciation           1,231,434

                     $  5,499,529





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


Note 3 -Property and Equipment (continued)

Depreciation expense in the amount of $171,722 and $183,292 has been
recorded for the years ended December 31, 2004 and 2003 respectively.


Note 4  Common Stock

A total of 19,864,268 shares of common stock were outstanding as of
December 31, 2004.

In March 2005, the board awarded Michael Caggiano, the CEO of the
Company, 500,000 options to purchase common stock at $0.04 per share.
Mr. Caggiano exercised those options.

In April 2005, Medical Ventures Group, the holder of 1,000,000 shares
of Class "A" Convertible Preferred Stock elected to convert those
shares to Common Stock.  At the time of conversion, board director P.
James Voloshin held controlling interest in Medical Ventures Group.
Subsequent to the conversion, Mr. Voloshin sold the shares of Common
Stock to Richard Wm. Talley, a board director of the Company.

In May 2005 the Company awarded several employees of the Company a
total of 50,000 shares of Common stock.  As such, as of May 22, 2005
there were 21,414,268 Shares of Common Stock at $0.001 par value and
no (0) shares of Class "A" Convertible Preferred Stock issued and
outstanding.

On May 23, 2005, the Company's board of directors unanimously
approved a 1 for 10 reverse split of the Company's common stock.
This reverse split went into effect at the beginning of business on
June 7, 2005.  This reduced the Company's outstanding shares of
common stock to 2,141,553 shares (all fraction per certificate
ownerships are rounded up).


Note 5 -Notes Payable

The Company has $200,876 outstanding against a $500,000 line of
credit with Banco BCT.  In February 2002, the Company restructured
the loan.  The current 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 $12,000.

The funds advanced under this line of credit were used 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, 2005 is a note payable to
shareholder, dated July 21, 2000, of $48,300.  The note payable bears
interest at 20% and was due July 22, 2002.

Note 6 -Notes Payable to Related Parties

Notes payable to officers or former officers of the Company as of
September 30, 2005 are as follows:

Amounts payable to officers dated November 30, 2000 with interest at
5% with no set terms for prepayment
                       Michael Caggiano       $44,547
                       Richard Talley         $36,671
                                              $81,218

Amounts payable to former officer dated November 30, 2000 with no
interest with no set terms for prepayment
                             Rosenmiller       $5,190
                                               $5,190

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, 2005 are $18,000

Included as a liability on the balance sheet is an accrued expense in
the amount of about $10,000 for non-payment of sales taxes for Hotel
Alta.  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 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 September 30, 2005,
the Company had paid down the tax liability by about $230,000, 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.  The first year of full operation of the
Company's hotels was 1998.

As of September 30, 2005, 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.  On September
30, 2005, 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 September 30, 2005.

Results of Operations

Comparison of Operations for the 3-Month Periods Ended September
30, 2005 and 2004

During the three-month period ending September 30, 2005, the
traditional low season for tourism in Costa Rica, the Company
continued to improve from the prior year.   Much of the
improvement was registered at Hotel Alta.  During the third
quarter of 2005, occupancy at Hotel Alta increased by 62% from
the same period in 2004 growing from about 45% to 73%. Sunset
Reef's occupancy also grew, rising from 15% in July 2004 to 61%
in July 2005  (Sunset Reef was closed in August of 2004 and in
September 2004 and 2005, so comparative occupancy statistics for
the two years are not available. )

Several factors contributed to the jump in occupancy.
Importantly, the number of tourists traveling to Costa Rica
continued to increase.  Several management programs over the past
two years have helped the hotel capture more than its
proportional share of this increased flow.  Hotel Alta's webpage
(www.thealtahotel.com) and web-marketing campaigns (including
search-engine positioning and strategic placement of click-
through advertisements) have resulted in significant increases in
on-line reservations.  Hotel Alta's and Sunset Reef's listings on
Hotels.com and Expedia.com have increased the Hotel's exposure
worldwide.  Using web advertisements and announcements,
management has been better able to control inventory by running
single-day specials during low occupancy periods.   The jump in
occupancy at Sunset Reef in July was also partly due to increased
reservations for the Sunset Reef Woman's Surf Camp.

Again in 2005, CAE took the opportunity to close Sunset Reef
Hotel in September to repair and paint the building, upgrade the
rooms and bathrooms, install new air conditioners, and clean and
paint the pool area.  Simultaneously, CAE also reconfigured the
Sunset Reef staff; paying and liquidating benefits, and hiring
staff on new contracts.

During the third quarter of 2005 revenues increased markedly,
rising to $295,347.  This represents an increase of approximately
$83,000 or 39% from the same period in 2004.  The cost of
services and general and administrative costs did not increase as
rapidly as revenues.  During the three-month period ended
September 30, 2005,the cost of services and G&A increase by about
21% from the previous year.

Income improved considerably.  During the three-month period
ended September 30, 2005 the Company earned approximately $18,000
before depreciation of about $42,000 and interest costs of about
$5,000. The net loss, including depreciation and interest, was
about $30,000.  By comparison, the Company had net losses of
about $65,000 during the third quarter of 2004.

The Company balance sheet also improved.   The Company continued
to pay down its $500,000 note to BCT.  As of September 30, 2005,
the loan to BCT had a balance of about $200,000, a reduction of
$76,000 since the beginning of the year (some of the balance is
accounted for in the "Note Payable: Current Portion" of the
balance sheet).  Accrued expenses (which includes taxes owed to
Tributacion, the Costa Rica tax authority) declined by $125,000
since December 31, 2004.  Total liabilities declined by about
$178,000 during the past 9 months.  The balance sheet does not,
however, show a contingency in the event that Hotel Alta loses
its suit against Tributacion (see Item 1 below for a full
discussion).

Future Direction

Over the past year, management has discussed the advantages and
disadvantages of continuing to operate its current business while
remaining a publicly trading 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
is reviewing whether it is in the best interests of the
shareholders to operate the hotels as a public entity. As such,
we are exploring the idea of selling the hotels and seeking out
business opportunity candidates to merge into the Company.

On May 23, 2005, the Company's board of directors unanimously
approved a 1 for 10 reverse split of the Company's common stock.
This reverse split went into effect at the beginning of business
on June 7, 2005.  This action reduced the Company's outstanding
shares to 2,141,553 shares.

In December 2005 the Company will hold its annual meeting and, at
that time, ask shareholders to vote on several important proposals
related to future opportunities.  These proposals include:

  Proposal 3.  Change the articles of incorporation to create a
  new class of super-voting preferred shares.  These shares will
  be used by the board of directors to vote for merger
  opportunities.  (The preferred shares issued to the board of
  directors will NOT increase the Company ownership of individual
  board members.)

  Proposal 4.  Change the articles of incorporation to increase
  the authorized number of common shares to 100 million.  These
  shares may be used to facilitate a business combination and will
  not be used to dilute current shareholder value in the assets of
  the Company.

The board of directors has unanimously approved these proposals.
By creating super-voting preferred shares, the board can move
quickly to negotiate a future business combination without the
obligation of a special meeting, a new proxy or a shareholder
vote.  To date the board has engaged in several negotiations with
other companies concerning a possible merger.  One of the key
reasons for the failure of these discussions is the board's
inability to act quickly and decisively.

Once we receive a positive vote on these proposals we plan to find
a suitable merger candidate for the Company, negotiate the best
possible agreement for shareholders, and engage in a business
combination.   Although the Company has reviewed several business
plans for possible business combinations,  at this time, the
Company has not entered into any letters of intent.   There is no
assurance that management will enter into a business combination.

Liquidity and Capital Resources

During the first nine months of 2005, the Company recorded
positive net cash flow going into the beginning of the high
season months.   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 in reserve to protect
against cash flow needs during the remainder of 2005.


ITEM 3.  CONTROLS AND PROCEDURES

The Company maintains disclosure controls and procedures that are
designed to ensure that information required to be disclosed in
the Company's Securities Exchange Act reports is recorded,
processed, summarized and reported within the time periods
specified in the Securities and Exchange Commission's rules and
forms, and that such information is accumulated and communicated
to the Company's management, including its Chief Executive
Officer and Chief Financial Officer, to allow timely decisions
regarding required disclosure.

An evaluation was performed under the supervision and with the
participation of the Company's management, including the Chief
Executive Officer and Chief Financial Officer, of the
effectiveness of the design and operation of the Company's
disclosure controls and procedures.  Based upon that evaluation,
the Chief Executive Officer and the Chief Financial Officer
concluded that the Company's disclosure controls and procedures
were effective.  There have been no significant changes in the
Company's internal controls or in other factors that could
significantly affect these controls during the last fiscal
quarter.  The Company's disclosure controls and procedures were
effective as of the end of the period covered by this report.



PART II: OTHER INFORMATION


ITEM 1.  LEGAL PROCEEDINGS

Occasionally in the past there have been actions against Central
American Equities' subsidiaries in the Costa Rican Labor Court
that had 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. Section
228.103). It is anticipated that any contingent liability
stemming from these claims would be immaterial to the Company.
In the third quarter of 2005 there were no such claims brought
nor pending against the Company.

Legal Proceedings and Potential Liability

Hotel Alta v. Tributacion

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 and had been fully reported to the government of Costa
Rica.  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 or before April 30, 2003 and began a process of
appraising the property to determine how much of the tax
liability was to be cancelled.  However, 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 immediately 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 the 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.

In December 2004, the Company was notified that the
constitutional court had declined to accept the case, directing
the Company to first present the case in the lower civil courts.
In February 2005, the Company initiated the process of filing
this case in Costa Rica's civil courts.  Believing it has been
denied due process and equal treatment under Costa Rican law,
management plans to pursue the case vigorously.  As of September
30, 2005, the case was still pending in civil court.

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 more than $175,000.

Pinkham and Pinkham v. CAE

On November 2, 2005, Pinkham and Pinkham, the Company's former auditor,
sued CAE in the United States District Court for the District of New
Jersey, at Civil Action No. 05-CV-4899.  Pinkham and Pinkham claims that
CAE owes approximately $105,000 for past auditing services; this sum
includes alleged unpaid principal and interest.  Pinkham and Pinkham also
seeks to recover its attorney's fees from CAE.  Finally, Pinkham and
Pinkham claims that CAE is liable for punitive damages as a result of its
purported intentional bad faith in dealing with Pinkham and Pinkham.

CAE denies the material allegations of Pinkham and Pinkham's complaint.
CAE asserts that it reached agreement with, and made payments to, Pinkham
and Pinkham in respect of Pinkham and Pinkham's bills; and that, in
accordance with the agreement, CAE owes a fraction of the claimed $105,000
to Pinkham and Pinkham.

CAE therefore intends to defend the case vigorously.


ITEM 2. CHANGES IN SECURITIES

A total of 19,864,268 shares of common stock were outstanding as
the beginning of the fiscal year, January 1, 2005.

In March 2005, the board awarded Michael Caggiano, the CEO of the
Company, 500,000 options to purchase common stock at $0.04 per
share.  Mr. Caggiano exercised these options in April 2005.

In April 2005, Medical Ventures Group, the holder of 1,000,000
shares of Class "A" Convertible Preferred Stock elected to
convert those shares to Common Stock.  At the time of conversion,
board director P. James Voloshin held controlling interest in
Medical Ventures Group.  Subsequent to the conversion, Mr.
Voloshin sold the shares of Common Stock to Richard Wm. Talley, a
board director of the Company.

In May 2005 the Company awarded several employees of the Company
a total of 50,000 shares of Common stock.  As such, as of May 22,
2005 there were 21,414,268 Shares of Common Stock at $0.001 par
value and no (0) shares of Class "A" Convertible Preferred Stock
issued and outstanding.

On May 23, 2005, the Company's board of directors unanimously
approved a 1 for 10 reverse split of the Company's common stock.
This reverse split went into effect at the beginning of business
on June 7, 2005.  This reduced the Company's outstanding shares
of common stock to 2,141,553 shares (all fraction-per-certificate
ownerships are rounded up). There are no (0) shares of Class "A"
Convertible 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 September 30, 2005.


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 September 30, 2005.


ITEM 5. OTHER INFORMATION

On May 23, 2005, the Company's board of directors unanimously
approved a 1 for 10 reverse split of the Company's common stock.
This reverse split went into effect at the beginning of business
on June 7, 2005.  This action reduced the Company's outstanding
shares to 2,141,553 shares.

We took this action because we are exploring various
opportunities to do a reverse merger with a profitable operating
company.  The Board of Directors has determined in it judgment
that this is the best way to enhance shareholder value.  While
the Company has not entered into any letters of intent, it has
reviewed several business plans of possible business combinations
with the Company.


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, 2002, 2003, and 2004.  No reports were filed on Form 8-K
during the quarter of the period covered by this report.




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.



/s/ Michael N. Caggiano
----------------------------------------------
Name: Michael N. Caggiano
Title: President and Chief Executive Officer
Date:   November 15, 2005


CENTRAL AMERICAN EQUITIES CORP.



/s/ Richard Wm. Talley
----------------------------------------------
Name: Richard Wm. Talley
Title: Chairman and Director
Date:   November 15, 2005




CENTRAL AMERICAN EQUITIES CORP.



/s/ P. James Voloshin
----------------------------------------------
Name: P. James Voloshin
Title: Director
Date:   November 15, 2005



SARBANES-OXLEY ACT Section 302 CERTIFICATIONS

 I, Michael Caggiano,  certify that:

1. I have reviewed this quarterly report on Form 10-QSB 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, 2005


SARBANES-OXLEY ACT SECTION 906 CERTIFICATIONS

I Michael N. Caggiano, hereby certify that:

1. The annual report of the registrant on Form 10-QSB for
the quarter ended September 30, 2005 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, 2005