<PAGE>

--------------------------------------------------------------------------------
                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

(MARK ONE)

      [X]        QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
                 SECURITIES EXCHANGE ACT OF 1934
                 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2001

                 OR

      [ ]        TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
                 SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD
                 JANUARY 1, 2001 TO JUNE 30, 2001.

                 COMMISSION FILE NUMBER 0-24341

                 CENTRAL EUROPEAN DISTRIBUTION CORPORATION


 -------------------------------------------------------------------------------

             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

DELAWARE                                     54-18652710
------------------------                     -------------------------------
(STATE OF INCORPORATION)                     (IRS EMPLOYER IDENTIFICATION NO.)


1343 MAIN STREET, #301
SARASOTA, FLORIDA                                         34236
--------------------------------------                    ------------
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICE)                   (ZIP CODE)


                                 (941) 330-1558
                        -------------------------------
                        (REGISTRANT'S TELEPHONE NUMBER,
                              INCLUDING AREA CODE)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes (X) No ( )

The number of shares outstanding of each class of the issuer's common stock as
of September 30, 2001:

Common Stock ($.01 par value)............................... 4,360,720 shares

 -------------------------------------------------------------------------------
<PAGE>

                                         INDEX
<TABLE>
<CAPTION>

                                                                                                                           PAGE
                                                                                                                         ---------
<S>        <C>                                                                                                           <C>
PART I.    FINANCIAL INFORMATION

Item 1.    Financial Statements .......................................................................................         3

           Consolidated Condensed Balance Sheets, September 30,
           2001 (unaudited) and December 31, 2000 .....................................................................         3

           Consolidated Condensed Statements of Income (unaudited) for the
           three and nine month periods ended September 30, 2000 and September 30, 2001................................         5

           Consolidated Condensed Statement of Changes in Stockholders'
           Equity (unaudited) as of September 30, 2001.................................................................         6

           Consolidated Condensed Statements of Cash Flows (unaudited) for
           the nine month periods  ended September 30, 2000 and September 30, 2001.....................................         7

           Notes to Consolidated Condensed Financial Statements (unaudited)............................................         8

Item 2.    Management's Discussion and Analysis of Financial
           Condition and Results of Operations ........................................................................         15

Item 3.    Quantitative and Qualitative Disclosure About Market Risk...................................................         19

PART II.   OTHER INFORMATION

Item 6.    Exhibits and Reports on Form 8-K............................................................................         20

Signatures.............................................................................................................         21
</TABLE>

                                       2
<PAGE>

                                     PART I
                              FINANCIAL INFORMATION

ITEM 1.    FINANCIAL STATEMENTS
<TABLE>
<CAPTION>


                    CENTRAL EUROPEAN DISTRIBUTION CORPORATION

                CONSOLIDATED CONDENSED BALANCE SHEETS (UNAUDITED)
                    Amounts in columns expressed in thousands

                                                                                      December 31,  September 30,
                                                                                          2000          2001
<S>                                                                                  <C>              <C>
CURRENT ASSETS
Cash and cash equivalents                                                                  $ 2,428    $ 1,444
Accounts receivable, (net of allowance for doubtful accounts of $1,230,000 and
$1,676,000 respectively)                                                                    30,983     25,427
Inventories                                                                                  9,557      7,013
Prepaid expenses and other current assets                                                      809      1,377
Deferred income taxes                                                                          416        703
                                                                                       ------------------------
TOTAL CURRENT ASSETS                                                                       $44,193    $35,964

Intangible assets, net                                                                      11,471     11,934
Equipment, net                                                                               3,031      3,335
Deferred income taxes                                                                           80         80
Other assets                                                                                   536        547
                                                                                       ------------------------
TOTAL ASSETS                                                                               $59,311    $51,860
                                                                                       ========================

</TABLE>

See accompanying notes.

                                       3
<PAGE>

                    CENTRAL EUROPEAN DISTRIBUTION CORPORATION

          CONSOLIDATED CONDENSED BALANCE SHEETS (UNAUDITED) - CONTINUED

                    Amounts in columns expressed in thousands
<TABLE>
<CAPTION>

                                                                                      December 31,  September 30,
                                                                                          2000          2001
<S>                                                                                   <C>           <C>
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES

Trade accounts payable                                                                   $ 26,399     $ 17,765
Bank loans and overdraft facilities                                                         1,383        3,213
Current portion of long term debt                                                           5,400        6,739
Income taxes payable                                                                           35          102
Taxes other than income taxes                                                                 928          414
Other accrued liabilities                                                                     686          948
                                                                                        ------------------------
TOTAL CURRENT LIABILITIES                                                                  34,831       29,181

Long term debt, less current maturities                                                     7,988        4,793

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY
Preferred Stock ($0.01 par value, 1,000,000 shares authorized; no shares issued and
outstanding)                                                                                    -            -
Common Stock ($0.01 par value, 20,000,000 shares authorized, 4,402,356 and 4,433,620
shares issued at December 31, 2000 and September 30, 2001, respectively)                       45           45
Additional paid-in-capital                                                                 14,175       14,273
Retained earnings                                                                           4,635        5,932
Accumulated other comprehensive loss                                                      (2,243)      (2,214)
Less Treasury Stock at cost (64,100 shares at December 31, 2000 and 72,900 shares at
September 30, 2001)                                                                         (120)        (150)
                                                                                        ------------------------
TOTAL STOCKHOLDERS' EQUITY                                                                 16,492       17,886
                                                                                        ------------------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                               $ 59,311     $ 51,860
                                                                                        ========================
</TABLE>

See accompanying notes.

                                       4
<PAGE>

                   CENTRAL EUROPEAN DISTRIBUTION CORPORATION

            CONSOLIDATED CONDENSED STATEMENTS OF INCOME (UNAUDITED)
                   Amounts in columns expressed in thousands
                            (except per share data)
<TABLE>
<CAPTION>

                                                               Three months ended            Nine months ended
                                                           September 30,  September 30,  September 30,  September 30,
                                                              2000            2001           2000          2001
<S>                                                          <C>         <C>             <C>             <C>
Net sales                                                       $32,103     $42,073        $82,146      $121,089
Cost of goods sold                                               27,906      36,621         71,052       105,335
                                                           -------------------------  ---------------------------

Gross margin                                                      4,197       5,452         11,094        15,754

Selling, general and administrative expenses                      2,922       3,784          7,800        11,118
Depreciation of equipment                                           210         209            630           641
Amortization of goodwill and trademarks                             193         209            509           620
Bad debt expense                                                    381         110            567           438
                                                           -------------------------  ---------------------------

Operating Income                                                    491       1,140          1,588         2,937

Non operating income (expense)
Interest income                                                      46          15            211            59
Interest expense                                                  (252)       (368)          (643)       (1,019)
Realized and unrealized foreign exchange losses, net              (236)         (3)          (742)         (236)
Other (expense) income, net                                          61        (91)           (94)            56
                                                           -------------------------  ---------------------------

Income before taxes                                                 110         693            320         1,797
Income tax expense (benefit)                                        (9)         246             91           500
                                                           -------------------------  ---------------------------

Net income                                                      $   119     $   447        $   229      $  1,297
                                                           -------------------------  ---------------------------

Net income per share of common stock, basic                     $  0.03     $  0.10        $  0.05      $   0.30
Net income per share of common stock, diluted                   $  0.03     $  0.10        $  0.05      $   0.30
</TABLE>

See accompanying notes.

                                       5
<PAGE>

                  CENTRAL EUROPEAN DISTRIBUTION CORPORATION

                CONSOLIDATED CONDENSED STATEMENT OF CHANGES IN
                       STOCKHOLDERS' EQUITY (UNAUDITED)
                   Amounts in columns expressed in thousands
                            (except per share data)
<TABLE>
<CAPTION>

                                              Capital Stock
                                        Issued          In Treasury

                                   No. of      Amount   No.of    Amount  Additional   Retained   Accumulated      Total
                                   Shares              Shares              Paid-in-   Earnings      Other
                                                                            Capital              Comprehensive
                                                                                                     Loss
<S>                                <C>         <C>     <C>       <C>     <C>          <C>        <C>             <C>
Balance at December 31, 2000          4,402       $45      64    $(120)     $14,175     $4,635     $(2,243)       $16,492

Stock issued for acquisition             31                                      98                                    98
Net income for the nine months
ended September 30, 2001                                                                 1,297                      1,297
Foreign currency translation
adjustment                                                                                            29               29
                                  ----------------------------------------------------------------------------------------
Comprehensive income for the nine                                                        1,297        29            1,326
months ended September 30, 2001
Treasury shares purchased                                   9      (30)                                               (30)
                                  ----------------------------------------------------------------------------------------
Balance at September 30, 2001         4,433       $45      73    $(150)     $14,273     $5,932     $(2,214)       $17,886
                                  ========================================================================================
</TABLE>

See accompanying notes.

                                       6
<PAGE>

                    CENTRAL EUROPEAN DISTRIBUTION CORPORATION

           CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)
                    Amounts in columns expressed in thousands
<TABLE>
<CAPTION>


                                                                                    Nine months    Nine months
                                                                                          ended          ended
                                                                                  September 30,  September 30,
                                                                                           2000           2001
<S>                                                                                <C>             <C>
OPERATING ACTIVITES
Net income                                                                              $   229        $ 1,297
Adjustments to reconcile net income to net cash provided by (used in)
operating activities
      Depreciation and amortization                                                       1,139          1,261
      Deferred income tax benefit                                                          (212)          (287)
      Bad debt provisions                                                                   567            438
      Foreign exchange losses                                                               742            236

      Changes in operating assets and liabilities
            Accounts receivable                                                           2,206          6,343
            Inventories                                                                   1,885          3,248
            Prepayments and other current assets                                            787           (568)
            Trade accounts payable                                                       (7,861)       (10,683)
            Income and other taxes                                                                        (447)
            Other accrued liabilities and other                                            (239)           262
                                                                              ---------------------------------

Net Cash Provided by (Used in) Operating Activities                                        (757)         1,100

INVESTING ACTIVITIES
Purchase of equipment                                                                    (1,129)          (684)
Acquisition of subsidiary                                                                (3,855)        (1,344)
                                                                              ---------------------------------

Net Cash Used In Investing Activities                                                    (4,984)        (2,028)

FINANCING ACTIVITIES
Short-term borrowings                                                                     1,939          2,580
Payments of short-term borrowings                                                        (1,498)          (750)
Long term borrowings                                                                      5,600          4,510
Payments of long term borrowings                                                           (875)        (6,366)
Purchase of treasury shares                                                                   -            (30)
                                                                              ---------------------------------
Net Cash Provided By (Used In) Financing Activities                                       5,166            (56)
                                                                              ---------------------------------
Net Decrease in Cash and Cash equivalents                                                  (575)          (984)
Cash and cash equivalents at beginning of period                                          3,115          2,428
                                                                              ---------------------------------
Cash and cash equivalents at end of period                                              $ 2,540        $ 1,444
                                                                              =================================

SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING ACTIVITIES

Common stock issued in connection with investment in subsidiaries                       $ 1,278        $     89
                                                                              =================================
Supplemental disclosures of cash flow information

Interest paid                                                                           $   387        $ 1,017
Income tax paid
                                                                                        $   190        $   807
</TABLE>

See accompanying notes.

                                       7
<PAGE>

                    CENTRAL EUROPEAN DISTRIBUTION CORPORATION

        NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
                    Amounts in tables expressed in thousands
                             (except per share data)



1.       ORGANISATION AND DESCRIPTION OF BUSINESS

         Central European Distribution Corporation (CEDC) was organized as a
         Delaware Corporation in September 1997 to operate as a holding company
         through its sole subsidiary, Carey Agri International Poland
         Sp. z o.o.(Carey Agri). In 1999 CEDC formed two additional subsidiaries
         (MTC and CFW) and in 2000 and in 2001 acquired two additional companies
         (PHA and Astor) as disclosed in Note 5 below. CEDC and its subsidiaries
         are referred to herein as the Company.

2.       BASIS OF PRESENTATION

         The accompanying unaudited condensed consolidated financial statements
         have been prepared in accordance with US generally accepted accounting
         principles for interim financial information and with the instructions
         to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not
         include all of the information and footnotes required by generally
         accepted accounting principles for complete financial statements. In
         the opinion of management, all adjustments (consisting of normal
         recurring accruals) considered necessary for a fair presentation have
         been included and the disclosures herein are adequate to make the
         information presented not misleading. Operating results for the
         nine-month period ended September 30, 2001 are not necessarily
         indicative of the results that may be expected for the year ended
         December 31, 2001.

         The balance sheet at December 31, 2000 has been derived from the
         audited financial statements at that date but does not include all of
         the information and footnotes required by generally accepted accounting
         principles for complete financial statements.

         For further information, refer to the consolidated financial statements
         and footnotes thereto included in the Registrant Company's annual
         report on Form 10-K for the year ended December 31, 2000.

3.       COMPREHENSIVE INCOME

         During the nine month period ended September 30, 2001, the Company
         recorded foreign currency translation gains of $29,000, and reported an
         accumulated other comprehensive loss of $2,214,000 as of September 30,
         2001 as reflected in the Consolidated Condensed Statements of Changes
         in Stockholder's Equity (unaudited). The gain was due to the currency
         fluctuations, largely between the Polish Zloty and the US Dollar, and
         local currency translation movements on USD transactions with the
         parent Company of a long-term investment nature. No deferred tax
         benefit is recorded on the accumulated other comprehensive loss as it
         is CEDC's current intention to reinvest subsidiary earnings. The total
         of the accumulated other comprehensive loss consist solely of currency
         translation adjustments.

                                       8
<PAGE>

                    CENTRAL EUROPEAN DISTRIBUTION CORPORATION

        NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
                    Amounts in tables expressed in thousands
                             (except per share data)



4.       EARNINGS PER SHARE

         Net income per share of common stock is calculated under the provisions
         of SFAS No. 128, "Earnings per Share". The increase in common stock
         outstanding in 2001 gives effect to the acquisition of "PHA" in 2000,
         the share buy back programme established in 2000 and the purchase of
         Astor in 2001.

         The following table sets forth the computation of basic and diluted
         earnings per share for the periods indicated.
<TABLE>
<CAPTION>
                                                       Three Months Ended             Nine Months Ended
                                                  September 30,  September 30,   September 30,  September 30,
                                                       2000          2001           2000            2001
<S>                                                <C>           <C>             <C>            <C>
           Basic:
           Net income                                 $  119       $  447          $  229          $1,297
                                              ============================================================

           Weighted Average shares of common
           stock outstanding                           4,402        4,361           4,314           4,351
                                              ============================================================
           Basic EPS                                  $ 0.03       $ 0.10          $ 0.05          $ 0.30
                                              ============================================================

           Diluted:
           Net Income                                   $119       $  447          $  229          $1,297
                                              ============================================================

           Weighted Average shares of common
           stock outstanding                           4,402        4,361           4,314           4,351

           Net effect of dilutive stock
           options--based on the treasury
           stock method                                    -           45               -              20
                                              ------------------------------------------------------------
           Totals                                      4,402        4,406           4,314           4,371
                                              ============================================================
           Diluted EPS                                $ 0.03       $ 0.10          $ 0.05          $ 0.30
                                              ============================================================
</TABLE>

         No stock options have been exercised during the nine-months of 2001.
         Warrants granted in connection with the 1998 Initial Public Offering
         have been excluded from the above calculations of diluted shares since
         the exercise price is equal to or greater than the average market price
         of the common shares during 2000 and 2001.

                                       9
<PAGE>

                    CENTRAL EUROPEAN DISTRIBUTION CORPORATION

        NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
                    Amounts in tables expressed in thousands
                             (except per share data)


5.       ACQUISITIONS

         The Company completed the acquisition of Astor Sp. z o.o. effective
         April 5, 2001, for a cash purchase price of $1,200,000 USD and 31,264
         shares of CEDC stock. The shares issued may not be sold without the
         Company's consent for three years subsequent to the acquisition date.
         As part of the purchase agreement with Astor, a non-compete agreement
         was established with the former stockholders for a period of three
         years. The terms of the agreement allow for an additional payment of
         both cash and Company stock, which are contingent upon Astor Sp. z o.o.
         achieving a certain profit target. The contingent consideration has not
         been included in the purchase equation, as the Company is not able to
         determine if the target earnings will be realized. If the acquired
         company is able to achieve the target earnings, the total acquisition
         cost including contingent consideration is expected to be approximately
         $1,900,000. Astor Sp. z o.o. is based in Olsztyn, Poland. Its primary
         area of activity is the distribution of various spirits.

         The Company acquired 97% of the voting shares of Astor Sp. z o.o..
         Based on the purchase agreement the remaining 3% of the voting shares
         will be received by the Company over the next three years. No
         additional payment for this added interest is required.

         The acquisition of Astor Sp. z o.o. has been accounted for as a
         purchase, and the operating results of the acquired company have been
         included in the consolidated condensed financial statements from the
         date of acquisition. The acquired goodwill will be amortized over a 20
         year period. The amortization of the acquired goodwill will cease as of
         January 1, 2002 as discussed in note 11.

         The acquisition was financed using the Company's loan facilities and
         issuance of Company stock as indicated above. The contingency
         consideration is expected to be finalized during the first quarter of
         2002, 2003 and 2004.

         On March 31, 2000, the Company purchased 100% of the voting shares of
         Polskie Hurtownie Alkoholi Sp. z o.o. (PHA) for $4.0 million cash and
         268,126 shares of CEDC Stock. The shares issued may not be sold without
         the Company's consent for three years subsequent to the acquisition. As
         part of the purchase agreement with PHA, a non-compete agreement was
         established with the former stockholders for a period of three years.

         The Company obtained an independent valuation for this acquisition. The
         cost of the acquisition was allocated to the tangible assets acquired
         based on their fair values at the date of acquisition and estimated
         values per the valuation report. The excess ($5,490,000) of the cost
         over the amounts allocated as described above represents goodwill. The
         purchase price allocations were finalized during the first quarter of
         2001. No significant adjustments were recognized with respect to the
         finalisation of the purchase price allocations.

                                       10
<PAGE>

                    CENTRAL EUROPEAN DISTRIBUTION CORPORATION

        NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
                    Amounts in tables expressed in thousands
                             (except per share data)


5.       ACQUISITIONS - (continued)

         The following  unaudited pro forma  results of operations of the
         Company give effect to the  acquisitions  of Astor Sp. z o.o.
         and PHA as though the transactions had occurred on January 1, 2000 and
         January 1, 2001.
<TABLE>
<CAPTION>


                                                  Three months ended              Nine months ended
                                             September 30,  September 30,     September 30,  September 30,
                                                 2000           2001               2000          2001
                                                           In Thousands, except per share data
<S>                                           <C>            <C>              <C>            <C>
          Net sales                                $32,103     $42,073           $91,614       $127,226
          Net income                                   119         447               113          1,388
          Net income per share data:
          Basic                                    $  0.03     $  0.10           $  0.03       $   0.32
          Diluted                                  $  0.03     $  0.10           $  0.03       $   0.32
</TABLE>

         The unaudited pro forma financial information presented is not
         necessarily indicative of either the results of operations that would
         have occurred had Astor's acquisition taken place on January 1, 2001 or
         the future results of operations of the combined companies. Astor
         Sp. z o.o. had no operating results in the three and nine month periods
         of 2000.


6.       LONG-TERM DEBT AND SHORT-TERM BANK LOANS

         On July 21, 2000, the Company signed a loan agreement for $750,000. The
         loan is repayable in instalments of $201,250 commencing August 20,
         2001. This loan was repaid on July 3, 2001.

         On July 2, 2001, the Company signed a loan agreement for 3,000,000
         Polish zloty ($750,000USD) to replace the $750,000USD loan signed in
         July 2000. This is part of the Company's strategy to re-align its debt
         in order to minimize future foreign currency exposure. The agreement is
         subject to review in July 2002.

                                       11
<PAGE>

                    CENTRAL EUROPEAN DISTRIBUTION CORPORATION

        NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
                    Amounts in tables expressed in thousands
                             (except per share data)


7.       INCOME TAXES

         Total income tax expense varies from expected income tax expense
         computed at enacted Polish statutory rates (30% in 2000 and 28% in
         2001) as follows:
<TABLE>
<CAPTION>
                                                                              Nine months ended
                                                                   September 30, 2000        September 30, 2001
                                                               ----------------------       ---------------------
<S>                                                            <C>                         <C>
         Tax at the Polish Statutory rate                                         $96                      $503
         Permanent differences and other items                                     (5)                       (3)
                                                               -----------------------     ---------------------
         Tax charge                                                               $91                      $500
                                                               =======================     =====================
</TABLE>


         Tax liabilities (including corporate income tax, Value Added Tax,
         social security, and other taxes) of the Company's Polish subsidiaries
         may be subject to examinations by Polish tax authorities for up to five
         years from the end of the year in which the tax is payable. CEDC's US
         federal income tax returns are also subject to examination by the US
         tax authorities. As the application of tax laws and regulations for the
         many types of transactions is susceptible to varying interpretations,
         amounts reported in the financial statements may change at a later date
         upon final determination by the tax authorities.

8.       COMMITMENTS AND CONTINGENT LIABILITIES

         The Company is involved in litigation and has claims against it for
         matters arising in the ordinary course of business. In the opinion of
         management, the outcome will not have a material adverse effect on the
         Company.

         One of the Company's subsidiaries' articles of association states that
         retained earnings must be distributed to the shareholders. The
         subsidiary did not pay any dividends, but rather elected to retain its
         profits. The Polish tax authorities may view the violation of the
         articles of association as a form of a non-interest bearing loan and as
         a result impute taxable interest based on the bank borrowing rate. This
         imputed interest is taxable at the corporate income tax rate. The
         additional amount of tax that maybe payable, including penalty interest
         could amount to approximately $282,000 USD. The subsidiary has revised
         its articles in order to delete this requirement and believes that no
         provision for the possible added tax expense is necessary at this time.

                                       12
<PAGE>

                    CENTRAL EUROPEAN DISTRIBUTION CORPORATION

        NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
                    Amounts in tables expressed in thousands
                             (except per share data)


9.       SHARE REPURCHASE PROGRAM

         On November 27, 2000 the Company's Board of Directors authorized a
         share repurchase program to purchase up to 200,000 shares in the open
         market. In 2000, the Company purchased 64,100 shares in the open market
         for $120,000 including costs. During the first three months of 2001,
         the Company purchased an additional 8,800 shares for $30,000 including
         costs. These shares have been treated as treasury stock. The Company
         may purchase the remaining authorized shares over the next six months
         on the open market.

10.      DERIVATIVE FINANCIAL INSTRUMENTS

         Effective January 1, 2001, the Company adopted SFAS 133, which
         establishes accounting and reporting standards for derivative
         instruments. All derivatives, whether designated as hedging
         relationships or not, are required to be recorded on the balance sheet
         at fair value. The Company uses derivatives to moderate the financial
         market risks of its business operations. Derivative products such as
         forward contracts are used to hedge the foreign currency market
         exposures underlying certain liabilities with financial institutions.
         The Company's accounting policies for these instruments are based on
         its designation of these instruments as hedging transactions. An
         instrument is designated as a hedge based in part on its effectiveness
         in risk reduction and one-to-one matching of derivatives with the
         related balance sheet risk.

         The Company has designated forward contracts as fair value hedges
         (i.e., hedging the exposure to changes in the fair value of the foreign
         denominated bank loans), the gain or loss on the derivative instrument
         as well as the offsetting gain or loss on the hedged item attributable
         to the hedged risk are recognized in earnings in the current period.

         The adoption of SFAS 133 on January 1, 2001, resulted in no cumulative
         adjustment to the financial statements.

         For currency forward contracts, effectiveness is measured by using the
         forward-to-forward rate compared to the underlying economic exposure.
         The ineffective portion recognized in non-operating income for the
         three months ended September 30, 2001 is a $118,000 gain. The overall
         ineffective portion for the nine months ended September 30, 2001 is a
         $294,000 gain. There are no outstanding forward contracts as of
         September 30, 2001.

11.      Recently issued accounting prouncementS

         In June 2001, the FASB released SFAS 141 "Business Combinations" . This
         Statement requires that combinations be accounted for by a single
         method--the purchase method. This Statement also requires separate
         recognition of intangible assets apart from goodwill if they meet the
         prescribed criteria. Disclosure of the primary reasons for the business
         combination is required and the allocation of the purchase price paid
         to the assets acquired and liabilities assumed by major balance sheet
         caption is necessary. When the amounts of goodwill and intangible
         assets acquired are significant in relation to the purchase price paid,
         disclosure of other information about those assets is required. The
         provisions of this Statement apply to all business combinations
         initiated after June 30, 2001. The Company does not anticipate that
         this standard will have a material effect on their financial
         statements.

                                       13
<PAGE>

                    CENTRAL EUROPEAN DISTRIBUTION CORPORATION

        NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
                    Amounts in tables expressed in thousands
                             (except per share data)


11.      Recently issued accounting prouncementS (cONTINUED)

         In June 2001, the FASB released SFAS 142 "Goodwill and other intangible
         assets". This Statement addresses financial accounting and reporting
         for acquired goodwill and other intangible assets and supersedes APB
         Opinion No. 17, Intangible Assets. It addresses how intangible assets
         that are acquired individually or with a group of other assets (but not
         those acquired in a business combination) should be accounted for in
         financial statements upon their acquisition. This Statement also
         addresses how goodwill and other intangible assets should be accounted
         for after they have been initially recognized in the financial
         statements. The provisions of this Statement are required to be applied
         starting with fiscal years beginning after December 15, 2001. Other
         than goodwill amortization, the Company does not anticipate that this
         standard will have a material effect on their financial statements.

         In August 2001, the FASB released SFAS 144 "Accounting for the
         Impairment or Disposal of Long-Lived Assets". This standard supersedes
         SFAS 121 "Accounting for the Impairment of Long-Lived Assets and for
         Long-Lived Assets to be disposed of". This statement removes goodwill
         from its scope, (addressed in SFAS 142) and addresses long-lived assets
         to be held and used, to be disposed of other than sale and to be
         disposed of by sale. The provisions of this statements are required to
         be applied starting with fiscal years beginning after December 15,
         2001. The Company does not anticipate that this statement will have a
         material effect on their financial statements.

                                       14
<PAGE>

ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
          RESULTS OF OPERATIONS

          The following analysis should be read in conjunction with the
          financial statements and the notes thereto appearing elsewhere in this
          report.

          OVERVIEW

          The Company's operating results are generally determined by the volume
          of alcoholic beverages that can be sold by the Company through its
          national distribution system, the gross profits on such sales and
          control of costs. The Company purchases the alcoholic beverages it
          distributes from producers as well as other importers and wholesalers.
          Almost all such purchases are made with the sellers providing a period
          of time, generally between 25 and 90 days, before the purchase price
          is to be paid by the Company.

          Since the initial public offering, in July 1998, the Company pays cash
          on delivery for most of its domestic vodka purchases in order to
          receive additional discounts. The Company sells the alcoholic
          beverages with a mark-up over its purchase price, the mark up reflects
          the market price for such individual product brands in the Polish
          market. The Company's bad debt ratio provision as a percentage of net
          sales was 0.69% in the nine-month period to September 30, 2000, and
          0.36% for the nine-month period ended September 30, 2001.

          The following comments regarding variations in operating results
          should be read considering the rates of inflation in Poland during the
          period, 8.5% in 2000 and 4.3% for the nine months ended September 30,
          2001 - as well as the movement of the Polish Zloty compared to the
          U.S. Dollar. The Zloty appreciated 0.1% against the U.S. Dollar in
          2000. In the nine-month period to September 30, 2001 the Zloty
          depreciated 2.2% against the U.S. Dollar.


          RESULTS OF OPERATIONS

          NINE MONTHS ENDED SEPTEMBER 30, 2001 COMPARED WITH NINE MONTHS ENDED
          SEPTEMBER 30, 2000

          Net sales increased $39.0 million, or 47.5% from $82.1 million to
          $121.1 million. This increase is partially due to acquisition growth
          of $24.5 million or 29.8% following the acquisitions of PHA (March 31,
          2000) and Astor (April 5, 2001). The other contributor to increased
          sales growth was an $14.5 million or 17.7% increase, which was due to
          organic growth in the existing distribution network. This organic
          growth was generated by increases in coverage, new key accounts and
          improvements to product focus and penetration.

          Cost of goods sold increased $34.3 million, or 48.3%, from $71.1
          million in 2000 to $105.3 million in 2001. This increase is for the
          same reasons as indicated above, $21.8 million or 30.7% is
          attributable to acquisitions with the remainder of $12.5 million or
          17.6% is attributable to the additional costs related to the increased
          organic growth. As a percentage of net sales, cost of goods sold
          increased from 86.5% to 87.0%. This increase is caused by the higher
          proportion of low margin products in the total sales mix brought about
          by the acquisition of Astor.

          Selling, general and administrative expenses (which include
          depreciation, amortization and bad debt expense) as a total, increased
          $3.3 million, or 34.7% from $9.5 million in 2000 to $12.8 million in
          2001. This increase is mainly due to the organic growth indicated
          above whereas the acquisition of Astor added $0.4 million to the
          periods' overheads. As a percentage of net sales, sales, general and
          administrative expenses decreased from 11.6% to 10.6%. Core cash based
          overheads as a percentage of sales improved from 9.5% in 2000 to 9.2%
          in 2001.

                                       15
<PAGE>

ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
          RESULTS OF OPERATIONS

          Interest expense increased $376,000 from $643,000 in 2000 to
          $1,019,000 in 2001. This increase is partially due to additional
          borrowings for the acquisitions, both for PHA in 2000 and Astor in
          2001. Additionally the Company made a conscious decision to realign
          its currency mix from USD denominated loans to those in local
          currency. This was done so as to reduce the exposure to foreign
          exchange losses on loans used for working capital support. Interest
          income decreased $152,000 from $211,000 in 2000 to $59,000 in 2001.
          This other income was mainly due to cash invested in short-term
          deposits.

          Net realized and unrealized foreign currency transactions losses
          decreased $506,000 from $742,000 in 2000 to $236,000 in 2001. All
          foreign denominated loans have been fully hedged since the middle of
          the first quarter this year and this has contributed to the improved
          control over foreign exchange risk.

          Income tax expense increased $409,000 from $91,000 in 2000 to $500,000
          in 2001. This increase is mainly due to the increase in income before
          taxes from $320,000 to $1,797,000, respectively. The effective income
          tax rate did not vary significantly between periods.

          Net income increased $1,068,000 from $229,000 in 2000 to $1,297,000 in
          2001. This increase is due to the factors noted above.


          THREE MONTHS ENDED SEPTEMBER 30, 2001 COMPARED WITH THREE MONTHS ENDED
          SEPTEMBER 30, 2000

          Net sales increased $10.0 million, or 31.1% from $32.1 million to
          $42.1 million. This increase is mainly due to organic growth of $5.6
          million or 17.4%. This was achieved through improved coverage from the
          existing distribution network. The acquisition of Astor from April 5,
          2001 added $4.4 million or 13.7% to group sales.

          Cost of goods sold increased $8.7 million, or 31.2%, from $27.9
          million in 2000 to $36.6 million in 2001. This increase is again
          mainly due to the organic growth of the existing distribution network
          which accounted for $4.8 million or 17.2% of the total. The
          incorporation of Astor's cost of goods sold added $3.9 million or
          14.0%. As a percentage of net sales, cost of goods sold increased from
          86.9% to 87.0%. This increase is caused by the higher proportion of
          low margin products in the total sales mix brought about by the
          acquisition of Astor.

          Selling, general and administrative expenses (including depreciation,
          amortization and bad debts expense) as a total, increased $0.6
          million, or 16.2% from $3.7 million in 2000 to $4.3 million in 2001.
          This increase is mainly due to the organic growth indicated above
          whereas the acquisition of Astor added $0.2 million to the periods'
          overheads. As a percentage of net sales, sales, general and
          administrative expenses decreased from 11.5% to 10.2%. Core cash
          backed operating costs as a percentage of sales decreased from 9.1% in
          2000 to 9.0% in 2001.

          Interest expense increased $115,000 from $252,000 in 2000 to $368,000
          in 2001. This increase is partially due to additional borrowings for
          the acquisitions but also the Company made a conscious decision to
          realign its currency mix from USD denominated loans to those in local
          currency. This was done so as to reduce the exposure to foreign
          exchange losses on loans used for working capital support. Interest
          income decreased $31,000 from $46,000 in 2000 to $15,000 in 2001. This
          other income was mainly due to cash invested in short-term deposits.

          Net realized and unrealized foreign currency transactions losses
          decreased $233,000 from $236,000 in 2000 to $3,000 in 2001.

                                       16
<PAGE>

ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
          RESULTS OF OPERATIONS

          Income tax expense increased $255,000 from a tax credit of $9,000 in
          2000 to $246,000 in 2001. This increase is mainly due to the increase
          in income before taxes from $110,000 to $693,000, respectively and was
          less than expected due to the effects of an adjustment of the deferred
          tax asset in 2000.

          Net income increased $328,000 from $119,000 in 2000 to $447,000 in
          2001. This increase is due to the factors noted above.


          STATEMENT OF LIQUIDITY AND CAPITAL RESOURCES

          The Company's net cash balance decreased by $1.0 million in the first
          nine months of 2001 compared to a decrease of $0.6 million in the
          corresponding period of 2000, primarily as a result of the purchase of
          Astor.

          The net cash provided by operating activities increased by $1.8
          million in 2001 to a positive $1.1 million compared to a negative $0.7
          million in 2000. The increase is due to increased profitability and
          improved turnover of working capital.

          The investing activities amount to $2.0 million in the 2001 period and
          are primarily due to the acquisition of Astor whilst the balance
          relates to expenditure in distribution depots, IT system upgrades and
          vehicle replacements. During the 2000 period the investing activities
          amounted to $5.0 million of which the largest part was the acquisition
          of PHA.

          Financing activities resulted in a cash decrease of $0.1 million
          mainly due to the improved profitability which resulted in a decrease
          in debt..

          The Company began 2001 with debts of $14.8 million and in the first
          nine months of 2001 the Company has increased net borrowings by $0.1
          million primarily from the additional loans taken for the acquisition
          of Astor. As at September 30, 2001 the Company had total third party
          debts of $14.7 million.

          The amount of the Company's stockholders' equity is directly affected
          by foreign currency translation adjustments. Such adjustments resulted
          in a cumulative comprehensive loss of $2.2 million and decrease in
          stockholders' equity of a like amount through September 30, 2001. See
          note 3 to the condensed consolidated financial statements for further
          information.


          STATEMENT ON INFLATION AND CURRENCY FLUCTUATIONS

          Inflation in Poland is projected at 6.2% for the whole of 2001,
          compared to 8.5% for 2000. For the first nine months of 2001, the
          inflation was 4.3%. The share of purchases denominated in non-Polish
          currency has decreased resulting in lower foreign exchange exposure
          for purchases. The Zloty has depreciated 2.2% against the US Dollar in
          the first nine months of 2001, and has depreciated 0.8% against the
          EURO.

                                       17
<PAGE>

ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
          RESULTS OF OPERATIONS

          SEASONALITY

          The Company's sales have been historically seasonable with around
          20.0% of the sales in 2000 occurring in the first quarter of the year
          and over 30% occurring in the last quarter.

          The Company expects to experience variability in sales and net income
          on a quarterly basis.

          The Company's working capital requirements are also seasonal, and are
          normally highest in the months of November to December. Liquidity is
          then normally improving when collections are made on the higher sales
          during the month of January.


          OTHER MATTERS

          The Company continues to be involved in litigation from time to time
          in the ordinary course of business. In management's opinion, the
          litigation in which the Company is currently involved, individually
          and in the aggregate, is not material to the Company's financial
          condition or results of operations.

                                       18
<PAGE>

ITEM 3:   Quantitative and Qualitative Disclosures About Marketable Securities


          Foreign Currency Risk. Currently many of the Company's operating
          subsidiaries loans are denominated in currencies other than their
          functional currency, the Polish Zloty, as a result we have in the nine
          months ended September 30, 2001 experienced significant foreign
          exchange exposures. To contain these exposures the Company acquires
          fixed period forward exchange contracts matched in denomination and
          value to the associated loans. When a loan is hedged the net gain or
          loss on the foreign exchange is recognized in the statement of income
          in accordance with SFAS 133. Where there is no specific hedge then the
          impact on results is at the net fair value of the transactions.

                                       19
<PAGE>

                         PART II.   OTHER INFORMATION


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8K

         (a)  Exhibit
              None


         (b)  Reports on Form 8-K

                                       20
<PAGE>

SIGNATURES

PURSUANT TO THE REQUIREMENTS OF THE SECURITIES EXCHANGE ACT OF 1934, THE
REGISTRANT HAS DULY CAUSED THIS REPORT TO BE SIGNED ON ITS BEHALF BY THE
UNDERSIGNED THEREUNTO DULY AUTHORIZED.


CENTRAL EUROPEAN DISTRIBUTION CORPORATION
(registrant)


Date: November 9, 2001                  By: /s/ WILLIAM V. CAREY
                                        ------------------------------
                                        William V. Carey
                                        President and Chief Executive Officer



Date: November 9, 2001                  By: /s/ NEIL A.M. CROOK
                                        ------------------------------
                                        Neil A.M. Crook
                                        Chief Financial Officer

                                       21