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 MARCH 31, 2000

                                       OR

    [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
          EXCHANGE ACT OF 1934

          FOR THE TRANSITION PERIOD ______________ TO ________________

                         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 ST., #100
            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 March 31, 2000:

    Common Stock ($.01 par value)............................4,402,356 shares

<PAGE>


CENTRAL EUROPEAN DISTRIBUTION CORPORATION

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

                                      INDEX

                                                                           PAGE
                                                                           ----

PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements                                                3

         Consolidated Condensed Balance Sheet, March 31, 2000 (unaudited)    3

         Consolidated Condensed Statements of Income (unaudited) for the
                three months ended March 31, 1999 and March 31, 2000         5

         Consolidated Condensed Statements of Changes in
                Stockholders' Equity (unaudited)                             6

         Consolidated Condensed Statements of Cash Flows (unaudited)
                for the three months ended March 31, 1999 and 2000           7

         Notes to Consolidated Condensed Financial Statements (unaudited)    8

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations................................14

PART II.  OTHER INFORMATION

Item 2.  Changes in Securities and use of Proceeds..........................19

Item 5.  Other Information..................................................19

Item 6.  Exhibits and Reports on Form 8-K...................................19

Signatures..................................................................20

<PAGE>

CENTRAL EUROPEAN DISTRIBUTION CORPORATION              Amounts in columns
                                                       expressed in thousands

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

                                     PART I
                              FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

                    CENTRAL EUROPEAN DISTRIBUTION CORPORATION

                CONSOLIDATED CONDENSED BALANCE SHEETS (UNAUDITED)
<TABLE>
<CAPTION>
                                                                DECEMBER 31,   MARCH 31,
                                                                    1999          2000
                                                                ------------   ---------
<S>                                                               <C>           <C>
ASSETS

CURRENT ASSETS
Cash and cash equivalents                                         $ 3,115       $ 3,724
Accounts receivable, net of allowance for doubtful accounts
of $343,000 and $778,000, respectively                             17,299        18,430
Inventories                                                         7,610         7,647
Prepaid expenses and other current assets                           2,208         2,854
Deferred income taxes                                                 107           197
                                                                  -------       -------

TOTAL CURRENT ASSETS                                               30,339        32,852

Equipment, net                                                      1,618         2,501
Intangible assets, net                                              6,676        11,249
Deferred income taxes                                                 194           205
Other assets                                                          139            80
                                                                  -------       -------

TOTAL ASSETS                                                       38,966        46,887
                                                                  =======       =======
</TABLE>

See accompanying notes.


<PAGE>

CENTRAL EUROPEAN DISTRIBUTION CORPORATION              Amounts in columns
                                                       expressed in thousands

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

CONSOLIDATED CONDENSED BALANCE SHEETS  (UNAUDITED) - CONTINUED
<TABLE>
<CAPTION>
                                                                             DECEMBER 31,     MARCH 31,
                                                                                 1999           2000
                                                                             -----------      ---------

<S>                                                                            <C>             <C>
LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
Trade accounts payable                                                         $ 14,629        $ 16,080
Bank loans and overdraft facilities                                               4,930           6,978
Other current liabilities                                                         1,172           2,660
                                                                               --------        --------

TOTAL CURRENT LIABILITIES                                                        20,731          25,718

Long term debt                                                                    3,622           5,472

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, 4,134,230
and 4,402,356 shares issued and outstanding at December 31, 1999 and
March 31, 2000, respectively)                                                        42              45
Additional paid-in-capital                                                       12,900          14,175
Retained earnings                                                                 3,650           3,673
Accumulated other comprehensive (loss)                                           (1,979)         (2,196)
                                                                               --------        --------

TOTAL STOCKHOLDERS' EQUITY                                                       14,613          15,697
                                                                               --------        --------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                       38,966          46,887
                                                                               ========        ========
</TABLE>

See accompanying notes.


<PAGE>

CENTRAL EUROPEAN DISTRIBUTION CORPORATION              Amounts in columns
                                                       expressed in thousands

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

CONSOLIDATED CONDENSED STATEMENTS OF INCOME (UNAUDITED)

                                                      THREE MONTHS ENDED
                                                    ----------------------
                                                    MARCH 31,     MARCH 31,
                                                        1999          2000
                                                    --------      --------

NET SALES                                             14,241        18,720
Cost of goods sold                                    12,143        15,920
                                                    --------      --------

GROSS PROFIT                                           2,098         2,800

Sales, general and administrative expenses             1,538         2,553
                                                    --------      --------

OPERATING INCOME                                         560           247

Non-operating income (expense)
  Interest expense                                       (26)         (136)
  Interest income                                         85            56
  Realized and unrealized foreign currency
  transaction (losses) gains, net                       (103)          (91)
  Other income (expense), net                             14           (42)
                                                    --------      --------

INCOME BEFORE INCOME TAXES                               530            34
Income tax expense                                      (197)          (11)
                                                    --------      --------

NET INCOME                                          $    333      $     23
                                                    ========      ========
NET INCOME PER COMMON SHARE, BASIC AND DILUTIVE

                                                    $   0.09      $   0.01
                                                    ========      ========

See accompanying notes.


<PAGE>

CENTRAL EUROPEAN DISTRIBUTION CORPORATION              Amounts in columns
                                                       expressed in thousands

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

CONSOLIDATED CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (UNAUDITED)
<TABLE>
<CAPTION>
                                                                                          ACCUMULATED
                                                                ADDITIONAL                   OTHER
                                                                 PAID-IN-     RETAINED    COMPREHENSIVE
                                             COMMON STOCK        CAPITAL      EARNINGS    (LOSS) INCOME     TOTAL
                                       ---------------------    ---------     --------    -------------    --------
                                        NO. OF
                                        SHARES       AMOUNT
                                       --------     --------
<S>                                      <C>       <C>           <C>          <C>           <C>            <C>
Balance at December 31, 1999             4,134     $     42      $ 12,900     $  3,650      $ (1,979)      $ 14,613

Issue of shares for acquisition            268            3         1,275                                     1,278

Net income for the three months                                                     23                           23
ended March 31, 2000

Foreign currency translation                                                                    (217)          (217)
adjustment

                                      -----------------------------------------------------------------------------
Comprehensive loss for the  three                                                   23          (217)          (194)
months ended
March 31, 2000
                                      -----------------------------------------------------------------------------

BALANCE AT MARCH 31, 2000                4,402     $     45      $ 14,175     $  3,673      $ (2,196)      $ 15,697
                                      =============================================================================
</TABLE>

See accompanying notes.


<PAGE>

CENTRAL EUROPEAN DISTRIBUTION CORPORATION              Amounts in columns
                                                       expressed in thousands

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

CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)
<TABLE>
<CAPTION>
                                                          THREE        THREE
                                                          MONTHS       MONTHS
                                                          ENDED        ENDED
                                                         MARCH 31,    MARCH 31,
                                                           1999         2000
                                                         --------     --------
<S>                                                      <C>          <C>
NET CASH PROVIDED BY (USED IN) OPERATING                  $  (764)     $ 1,425
ACTIVITIES

INVESTING ACTIVITIES
Purchases of equipment                                       (119)        (288)
Proceeds from the disposal of equipment                         5         --
Acquisition of subsidiary                                  (2,958)      (3,855)
                                                          -------      -------

NET CASH USED IN INVESTING ACTIVITIES                      (3,072)      (4,143)

FINANCING ACTIVITIES
Borrowings on overdraft facility                            1,094         --
Payment of overdraft facility                              (1,036)        (171)
Short-term borrowings                                         536         --
Payment of short term borrowings                             --           (502)
Long-term borrowings                                        3,500        4,000
                                                          -------      -------
NET CASH PROVIDED BY FINANCING
ACTIVITIES

                                                            4,094        3,327
                                                          -------      -------
NET INCREASE IN CASH AND CASH
EQUIVALENTS                                                   258          609
Cash and cash equivalents at beginning of
period                                                      3,628        3,115
                                                          -------      -------

CASH AND CASH EQUIVALENTS AT END OF
PERIOD                                                    $ 3,886      $ 3,724
                                                          =======      =======

SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING ACTIVITIES

Common stock issued in connection with
acquisition of subsidiary                                 $ 1,668      $ 1,278
                                                          =======      =======
</TABLE>

See accompanying notes.

<PAGE>
                    CENTRAL EUROPEAN DISTRIBUTION CORPORATION
              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

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

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 to make
     certain acquisitions and in 2000 acquired another company as disclosed in
     Note 5 below. CEDC and its subsidiaries as of the date of their
     organization are referred to herein as the Company.

2.   BASIS OF PRESENTATION

     The accompanying unaudited condensed consolidated financial statements have
     been prepared in accordance with 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. Operating results for
     the three month period ended March 31, 2000 are not necessarily indicative
     of the results that may be expected for the year ended December 31, 2000.

     The balance sheet at December 31, 1999 has been derived from the audited
     financial statements at the 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 CEDC's annual report on Form 10-K for the
     year ended December 31, 1999.

3.   COMPREHENSIVE INCOME (LOSS)

     During the three months ended March 31, 2000, the Company incurred a
     comprehensive loss of approximatelly $194,000 and reported an accumulated
     other comprehensive loss of $2,196,000 as of March 31, 2000. The loss is
     due to translation losses from fluctuations in the exchange rates of the
     U.S. Dollar and the Polish Zloty and Polish Zloty translation losses on
     U.S. Dollar transactions of a long term investment nature between CEDC and
     its Polish subsidiaries.

4.   EARNINGS PER SHARE

     Net income per common share is calculated under the provisions of FAS No.
     128, "Earnings per Share". The weighted average number of shares
     outstanding for the three months ended March 31, 2000 and 1999 were
     4,137,176 and 3,831,939, respectively. The increase in 2000 gives effect to
     the acquisitions in 1999 and 2000.

     The following table sets forth the computation of basic and diluted
     earnings per share for the periods indicated.

<TABLE>
<CAPTION>
                                                   THREE MONTHS ENDED MARCH 31,
                                                -----------------------------------
                                                         1999           2000
                                                        ------         ------
                                                IN THOUSANDS, EXCEPT PER SHARE DATA
<S>                                                     <C>            <C>
Basic:
Net income                                              $  333         $   23
Average shares outstanding                               3,832          4,137
                                                        ------         ------
Basic EPS                                               $ 0.09         $ 0.01
                                                        ======         ======
<PAGE>
                    CENTRAL EUROPEAN DISTRIBUTION CORPORATION
              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

--------------------------------------------------------------------------------
Diluted:
Net income                                              $  333        $   23

Average shares outstanding                               3,832         4,137
Net effect of dilutive stock options - based on the         22             0
treasury stock method
                                                        ------        ------
Totals                                                   3,854         4,137
                                                        ======        ======
Diluted EPS                                             $ 0.09        $ 0.01
                                                        ======        ======
</TABLE>

     No stock options have been exercised in the first quarter of 2000. Warrants
     granted in connection with the IPO have been excluded from the above
     calculation of diluted shares since the exercise price is greater then the
     average market price of the common shares.

5.   ACQUISITIONS

     As previously reported, in separate transactions in March 1999 and May
     1999, the Company acquired certain assets, businesses and trademarks of
     Multi Trade Company S.C. and The Cellar of Fine Wines for a combination of
     cash and common stock. On March 31, 2000, the Company purchased 100% of the
     shares of Polskie Hurtownie Alkoholi Sp. z o.o. ("PHA" distributing
     alcoholic beverages in Western Poland) for $4 million cash and 268,126
     shares of common stock. The stock cannot be sold for three years and it is
     unregistered. The pro forma unaudited results of operations for three
     months ended March 31,1999 and 2000, assuming consummation of these
     acquisitions and issuance of the common stock as of January 1, 1999 and
     January 1, 2000 are shown below. The pro forma results for the 1999 period
     include the results for all three companies referred to above. The pro
     forma results for the 2000 period reflect the results of PHA only.

                                            THREE MONTHS ENDED MARCH 31,
                                        ----------------------------------
                                            1999                  2000
                                        ------------           -----------
                                        IN THOUSANDS, EXCEPT PER SHARE DATA

     Net sales                            $ 30,508              $ 28,193
     Net income                                124                   (94)
     Net income per share data:
     Basic and diluted                    $   0.03              $  (0.02)

     The allocation of the purchase price for the PHA acquisition reflected in
     the March 31, 2000 condensed consolidated balance sheet is preliminary and
     subject to revision upon expiration of the escrow period upon which certain
     adjustments of the purchase price may occur. Also, the Company has not
     obtained an independent valuation of PHA at this time. Consequently, the
     entire amount ( $5,228,000) of the excess cost over net assets acquired has
     been provisionally reported as goodwill in the accompanying balance sheet
     and for purposes of the pro forma disclosures noted above it is being
     amortized over a 20 year period. The escrow deposit of $ 250,000 will be
     paid in full to the seller if between March 31, 2000 and August 31, 2000
     the gross margin on sales by PHA is not less than the gross margin on sales
     by PHA during the period from March 31, 1999 to August 31, 1999. Management
     expects to finalize the purchase price and related allocations later in the
     year 2000.


<PAGE>

                    CENTRAL EUROPEAN DISTRIBUTION CORPORATION
              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

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

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

     On March 21, 2000 the Company signed an agreement for a $700,000 loan for
     working capital for MTC. The interest rate is 3 months LIBOR plus 1.5% and
     it is repayable on March 31, 2001.

     On March 29, 2000 the Company signed an agreement for a long term loan of
     $4,000,000. This loan was used as part of the consideration in the
     acquisition of PHA. The annual interest rate is 3 months LIBOR plus 1.65%.
     The loan is repayable in installments of $500,000 commencing June 30, 2001.

7.   INCOME TAXES

     Total income tax expense varies from expected income tax expense computed
     at Polish statutory rates (34% in 1999 and 30% in 2000) as follows:

                                          THREE MONTHS ENDED  THREE MONTHS ENDED
                                            MARCH 31, 1999      MARCH 31, 2000
                                          ------------------  ------------------


     Tax at Polish statutory rate                  180                10
     Increase (reduction) in deferred tax
     valuation allowance                            12               --
     Permanent differences                           5                 1
                                                   ---               ---

     Income tax expense                            197                11
                                                   ===               ===

     The corporate income tax rates in Poland will be 30% in 2000 and 28% in
     2001.

     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 the tax is payable. CEDC's US federal income tax
     returns are also subject to examination by US tax authorities. Because the
     application of tax laws and regulations to many types of transactions is
     susceptible to varying interpretations, amounts reported in the financial
     statements could be changed at a later date upon final determination by the
     tax authorities.

8.   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.

     The Company has signed an agreement to purchase a modern warehouse and
     distribution facility within Warsaw city limits. Consideration for the
     purchase will be $15 million and completion is expected in quarter 4. The
     Company has so far only been required to pay $50,000 as a contract signing
     fee. The next payment is scheduled for quarter 3.

     In order to manage its foreign currency exposures the Company has
     introduced a new hedging policy late in quarter 1. It is expected that this
     policy will minimize any adverse impact of currency fluctuations.


<PAGE>

                    CENTRAL EUROPEAN DISTRIBUTION CORPORATION
              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

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

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,
the Company pays cash on delivery for its domestic vodka purchases in order to
receive additional discounts in excess of the interest foregone. The Company
sells the alcoholic beverages with a mark-up over its purchase price, which 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
0.17% in 1998, 0.28% in 1999 and 0.34% in the three-month period ended March 31,
2000.

     The following comments regarding variations in operating results should be
read considering the rates of inflation in Poland during the period -- 8.5% in
1998, 9.8% in 1999 and 10.2% for the period to March 31, 2000. Consideration
should also be given to the movements of the Polish zloty compared to the U.S.
Dollar. In 1998 the zloty appreciated against the Dollar by 0.3%, in 1999 it
depreciated by 18.6%. In the three months ended March 31, 2000 it has
appreciated 0.1%.

RESULTS OF OPERATIONS

THREE MONTHS ENDED MARCH 31, 1999 COMPARED WITH THREE MONTHS ENDED MARCH 31,
2000

     Net sales increased $4.5 million, or 31.5% from $14.24 million in the three
months ended March 31, 1999 to $18.72 million in the three months ended March
31, 2000. This increase is due to increased market penetration by the existing
distribution system and increased sales following the acquisition of Multi Trade
Company (MTC) in March 1999 and PWW in May 1999. The acquisition of MTC added
$2.2 million to net sales during last half of March 1999. PWW sales for the
quarter ended March 31, 2000 totaled to $495,000.

     Cost of goods sold increased $3.77 million, or 31.1%, from $12.14 million
in the three months ended March 31, 1999 to $15.92 million in the three months
ended March 31, 2000. As a percentage of net sales, cost of goods sold decreased
from 85.3% to 85.0%. This decrease is mainly due to the better discounts the
Company is able to obtain from its suppliers.

     Sales, general and administrative expense increased 66% from $1.54 million
in the three months ended March 31, 1999 to $2.55 million in the three months
ended March 31, 2000. This increase is mainly due to the inclusion of the two
acquisitions mentioned above. As a percentage of net sales, sales, general and
administrative expenses increased from 10.8% to 13.6%. These increases are due
to three key reasons; firstly the inclusion of the S,G&A expense of the acquired
subsidiaries for the first time (3.6%), secondly the inclusion of the associated
amortization of goodwill (0.7%) and thirdly the additional provision for
doubtful debts.

     Interest expense increased $110,000 or 423% from $26,000 in the three
months ended March 31, 1999 to $136,000 in the three months ended March 31,
2000. This increase is mainly due to the use of bank financing for acquisitions.
As a percentage of net sales, interest expense increased from 0.2% in 1999 to
0.7% in 2000.

     Interest income was $56,000 in the three months ended March 31, 2000
compared to $85,000 in the three months ended March 31, 1999.

     Net realized and unrealized foreign currency transactions resulted in
losses of $103,000 in the three months ended March 31, 1999 and losses of
$91,000 in the three months ended March 31, 2000. The net loss in 1999 is mainly
due to the depreciation of the zloty, versus the U.S. dollar, in which a
substantial portion of the Company's liabilities are denominated.

     Income tax expense decreased $186,000, from $197,000 in the three months
ended March 31, 1999 to $11,000 in the three months ended March 31, 2000. This
decrease is mainly due to the decrease in income before income taxes from
$530,000 to

<PAGE>

                    CENTRAL EUROPEAN DISTRIBUTION CORPORATION
              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

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

$34,000, respectively.

     The effective tax rate decreased from 37% in the three months ended March
31, 1999 to 32.4% in the three months ended March 31, 2000. This was due mainly
to the reduction of statutory tax rates in Poland which decreased from 34% in
1999 to 30% in 2000.

     Net income decreased $310,000 from $333,000 in the three months ended March
31, 1999 to $23,000 in the three months ended March 31, 2000. This decrease is
due to the factors noted above.

STATEMENT OF LIQUIDITY AND CAPITAL RESOURCES

     The Company's net cash balance increased by $609,000 in the three months
ended March 31, 2000. The increase in 2000 is partly due to the inclusion of
PHA, whose balance sheet added $145,000. The balance, $464,000 results from
tighter control of working capital.

     The net cash generated from operating activities was $1,425,000 in the
first three months of 2000 compared to $764,000 used during the same period in
1999.

     The net cash used in investing activities amounted to $4.14 million in the
three months ended March 31, 2000 compared to $3.07 million in the three months
ended March 31, 1999. Investing activities consist primarily of the acquisition
of PHA.

     The net cash provided by financing activities in the three months ended
March 31, 2000 was $3.33 million compared to net cash of $4.09 million provided
in the three months ended March 31, 1999. The net proceeds from borrowings in
2000 were accountable for this increase. The borrowings were used primarily for
the acquisition of PHA.

STATEMENT ON INFLATION AND CURRENCY FLUCTUATIONS

     Inflation in Poland is projected at 6.0% for 2000, though for the first
quarter it was 10.2% slightly higher than last year. Whilst not material there
has been an impact on the costs incurred by the Company especially in its
overheads.

     The share of purchases denominated in foreign currencies has decreased
resulting in lower foreign exchange exposure. However, the level of borrowing
denominated in U.S. dollars has increased due to working capital requirements
and the acquisitions of MTC and PWW.

SEASONALITY

     The Company's sales have been historically seasonal with nearly 60% of
sales occurring in the second half of the year and over 33% occurring in the
last quarter. The first quarter is usually the slowest contributing around 20%
to both sales and gross margin.

     The Company's working capital requirements are also seasonal and are
normally highest in the months of December and January. Liquidity then normally
improves as collections are made on the higher sales during the months of
November and December.

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.

     During March of 2000 the Company also finalized its acquisition of PHA
paying approximately $4.0 million in cash and 268,126 shares of restricted
stock. The transaction was completed on March 31, 2000 and therefore no
recognition of PHA's earnings for the quarter ended March 31, 2000 has been made
in this submission.

<PAGE>

PART II. OTHER INFORMATION

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS.

           (c) All unregistered equity securities of the registrant sold during
the first quarter of 2000 were sold in reliance on Regulation S.

ITEM 5. OTHER INFORMATION

On March 31, 2000, the Company purchased 100% of the shares of Polskie Hurtownie
Alkoholi Sp. z o.o. for approximately $4 million in cash and 268,126 shares of
common stock.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

         (a) EXHIBITS

         10.1 Employment Agreement between Neil Crook and Carey Agri.

         10.2 Employment Agreement between Neil Crook and CEDC

         27   Financial Data Schedule

         (b) REPORTS ON FORM 8K

         No reports on Form 8K were filed during the first quarter of 2000.

<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: May 15, 2000               BY: /s/ WILLIAM V. CAREY
                                 ------------------------
                                     William V. Carey
                                     President and Chief Executive Officer

Date: May 15, 2000               BY: /s/ NEIL A.M. CROOK
                                 -----------------------
                                     Neil A.M. Crook
                                     Chief Financial Officer


<PAGE>

                               INDEX OF EXHIBITS

EXHIBIT                             DESCRIPTION
--------                            -----------

  10.1       Employment Agreement between Neil Crook and Carey Agri.

  10.2       Employment Agreement between Neil Crook and CEDC

  27         Financial Data Schedule