THE HERZFELD
                              CARIBBEAN BASIN
                              FUND, INC.

                                 ANNUAL REPORT
                                  JUNE 30, 2002



================================================================================
                                                      --------------------------
THE HERZFELD CARIBBEAN BASIN FUND, INC.               The Herzfeld Caribbean
The Herzfeld Building                                 Basin Fund's investment
PO Box 161465                                         objective is long-term
Miami, FL  33116                                      capital appreciation. To
(305) 271-1900                                        achieve its objective,
                                                      the Fund invests in
INVESTMENT ADVISOR                                    issuers that are likely,
HERZFELD / CUBA                                       in the Advisor's view, to
a division of Thomas J. Herzfeld Advisors, Inc.       benefit from economic,
PO Box 161465                                         political, structural and
Miami, FL  33116                                      technological
(305) 271-1900                                        developments in the
                                                      countries in the
TRANSFER AGENT & REGISTRAR                            Caribbean Basin, which
Investors Bank & Trust Company                        consist of Cuba, Jamaica,
200 Clarendon Street, 16th Floor                      Trinidad and Tobago, the
Boston, MA  02116                                     Bahamas, the Dominican
(617) 443-6870                                        Republic, Barbados,
                                                      Aruba, Haiti, the
CUSTODIAN                                             Netherlands Antilles, the
Investors Bank & Trust Company                        Commonwealth of Puerto
200 Clarendon Street, 5th Floor                       Rico, Mexico, Honduras,
Boston, MA  02116                                     Guatemala, Belize, Costa
                                                      Rica, Panama, Colombia
COUNSEL                                               and Venezuela. The fund
Pepper Hamilton LLP                                   invests at least 80% of
3000 Two Logan Square                                 its total assets in a
18th and Arch Streets                                 broad range of securities
Philadelphia, PA  19103                               of issuers including
                                                      U.S.-based companies,
INDEPENDENT AUDITORS                                  which engage in
Kaufman, Rossin & Co., P.A.                           substantial trade with
2699 South Bayshore Drive                             and derive substantial
Miami, FL  33133                                      revenue from operations
                                                      in the Caribbean Basin
                                                      Countries.
                                                      --------------------------

                          Listed NASDAQ SmallCap Market
                                  Symbol: CUBA

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



LETTER TO STOCKHOLDERS

================================================================================
August 9, 2002                                               [PHOTO OMITTED]
                                                            Thomas J. Herzfeld
                                                          Chairman and President

Dear Fellow Stockholders:

We are pleased to present our annual  report for the period ended June 30, 2002.
On that date The Herzfeld  Caribbean Basin Fund's net assets were $6,568,076 and
its net asset  value per share was $3.92  after  payment  of a  distribution  of
$0.1551 per share, compared with $8,642,634 (net asset value at $5.15 per share)
at the  beginning  of the period.  This  represents a loss of 20.5% in net asset
value after  adjustment  for the  distribution,  while our share price  declined
13.45% (after adjustment for the distribution) from $4.20 to $3.48.

Although there was little change in the Fund's portfolio  composition during the
year,  you will notice many new names in the list of  securities.  These changes
are a result of our  accepting a tender  offer in THE MEXICO  FUND,  INC.  (MXF)
which  allowed us to exchange  MXF shares for that fund's  underlying  portfolio
holdings at 98% of net asset value.  MXF is also a closed-end  fund, and we took
advantage of the fact that it traded at wide discounts to its net asset value in
mid-1999 to buy shares at bargain prices. At the time of our purchases, the fund
traded at prices which represented  between 22.5% and 24% discounts to net asset
value per share. In 1999, we sold many of the Mexican  securities we held in our
portfolio and loaded up on MXF at deep discounts. In this way we have maintained
our exposure to the Mexican market. The 2002 tender offer gave us an opportunity
to reverse our 1999 switch by allowing us to reacquire  many of the same Mexican
securities,  and since the tender permitted us to receive  securities  valued at
98% of net asset value, we gained the benefit of most of the discount.

The most potentially  significant event for the Caribbean region is the eventual
lifting of the U.S. embargo against Cuba. In that respect,  today's Miami Herald
had some  interesting  comments by House Majority leader Dick Armey,  who states
that he  believes  Congressional  backing  for the  embargo  is  fading;  and he
predicts we may see less than a year of support for the  restrictions  on travel
and trade. The White House, on the other hand,  persists in backing the embargo.
We continue to watch the political struggle with great interest.

                                       3


LETTER TO SHAREHOLDERS (CONTINUED)
================================================================================

LARGEST ALLOCATIONS

The following tables present our largest investments and geographic  allocations
as of June 30, 2002.



GEOGRAPHIC                      % OF       LARGEST PORTFOLIO          % OF NET ASSETS
ALLOCATION                   NET ASSETS    POSITIONS
                                                                      
USA                            46.84%      Florida East Coast Industries Inc.  22.61%
Mexico                         17.70%      PanAmerican Beverage Inc., Class A   7.55%
Panama                          9.85%      Consolidated Water Co. Ltd.          7.07%
Cayman Islands                  9.18%      Florida Rock Industries, Inc.        5.72%
Netherlands Antilles            4.29%      Watsco Incorporated                  4.68%
Latin American Regional         4.23%      Orthofix International N.V.          4.28%
Belize                          1.89%      Carnival Corp.                       4.26%
Puerto Rico                     1.35%      Coca Cola Femsa                      4.17%
Virgin Islands                  1.09%      Royal Caribbean Cruises Ltd.         4.16%
Dominican Republic              1.04%      Mastec, Inc.                         3.61%
Colombia                        0.29%
Venezuela                       0.14%
Cuba                            0.00%


PREMIUM/DISCOUNT

As the graph below  depicts,  the Fund has traded at both premiums and discounts
every year except its year of inception in which it traded only at a premium. As
I have stated before,  we believe that closed-end  funds trading at discounts to
net asset value represent good value.  Following this philosophy,  I added to my
personal holdings of The Herzfeld  Caribbean Basin Fund several times during the
year.

       PREMIUM/DISCOUNT OF THE HERZFELD CARIBBEAN BASIN FUND FROM INCEPTION

[CHART]

                                       4


LETTER TO SHAREHOLDERS (CONTINUED)
================================================================================

Daily net asset  values  and press  releases  on the Fund are  available  on the
Internet at WWW.HERZFELD.COM.

The Fund will hold its annual meeting of  stockholders  on November 13, 2002, in
Miami, Florida. We hope you will be able to attend.

I would like to take this time to thank the  members  of the Board of  Directors
for their hard work and guidance and also to thank you, my fellow  stockholders,
for your continued support and suggestions.

                                        Sincerely,

                                        /s/ Thomas J. Herzfeld

                                        Thomas J. Herzfeld
                                        Chairman of the Board and President

                                       5


SCHEDULE OF INVESTMENTS AS OF JUNE 30, 2002
================================================================================

Shares or Principal Amount         Description                          Value
--------------------------         -----------                          -----

COMMON STOCKS - 100.71% OF NET ASSETS

Banking and finance - 3.18%
     8,000   Bancolombia S.A.                                        $   19,200
    12,000   Banco Latinoamericano de Exportaciones, S.A.               150,600
    28,300   Grupo Financiero BBVA Bancomer, S.A. de C.V. Series O*      23,084
     3,600   Grupo Financiero Banorte, S.A. de C.V. Series O*             8,296
     8,400   Grupo Financiero Inbursa, S.A. de C.V. Series O*             7,636

Communications - 9.37%
    11,000   America Movil, S.A. de C.V. Series A                         7,470
    43,800   America Movil, S.A. de C.V. Series L                        29,302
    11,100   America Telecom, S.A. de C.V. Series A1                      6,646
     4,400   Atlantic Tele-Network                                       66,880
    72,000   AT&T Latin America Corp.*                                   38,880
     1,800   Bracknell Corp.*                                                 2
    11,100   Carso Global Telecom, S.A. de C.V. Series A1*               11,930
    14,500   Grupo Iusacell, S.A. de C.V. Series V*                       2,433
    19,000   Grupo Radio Centro, S.A. ADR                                57,950
     5,500   Grupo Televisa, S.A. GDR*                                  205,590
    12,100   Grupo Televisa, S.A. Series CPO*                            22,523
    11,000   Telefonos de Mexico, S.A. de C.V. Series A                  17,569
    39,300   Telefonos de Mexico, S.A. de C.V. Series L                  62,769
    21,000   Tricom S.A. ADR*                                            72,030
    13,900   TV Azteca, S.A. de C.V. Series CPO*                          5,892
    31,200   WorldCom Inc.-WCOM*                                          7,176
       724   WorldCom Inc.-MCI*                                             652

Conglomerates - 3.04%
     4,900   Alfa, S.A. de C.V. Series A*                                 8,338
    42,024   Carlisle Holdings, Inc.*                                   123,971
     3,100   Corporacion Interamericana de Entretenimiento,
               S.A. de C.V. Series B*                                     5,811
     4,200   Desc, S.A. de C.V. Series B                                  2,342
     3,300   Grupo Carso, S.A. de C.V. Series A1*                         9,921
       200   Grupo Imsa S.A.                                              2,480
     2,600   Vitro, S.A. Series A                                         2,962
    13,000   Vitro Sociedad Anonima ADR                                  43,940

                            See accompanying notes.

-------------------------------
*Non-income producing

                                       6


SCHEDULE OF INVESTMENTS AS OF JUNE 30, 2002 (CONTINUED)
================================================================================

Shares or Principal Amount         Description                          Value
--------------------------         -----------                          -----

Construction and related - 9.19%
    12,000   Bufete Industrial, S.A. ADR*                            $      240
    10,000   Cemex, S.A. de C.V. Series CPO                              52,948
     4,000   Consorcio ARA, S.A. de C.V., Series A1*                      5,838
    13,000   Empresas ICA, Sociedad Controladora ADR*                    20,150
     5,200   Empresas ICA, Sociedad Controladora,
               S.A. de C.V.*                                              1,332
    10,500   Florida Rock Industries, Inc.                              376,005
    19,950   Mastec, Inc.*                                              146,832

Consumer products and related manufacturing - 10.67%
   800,000   Atlas Electricas S.A.                                       55,719
     1,918   Buenos Aires Embotelladora S.A.*                                 2
    11,400   Coca Cola Femsa S.A. de C.V. ADR                           273,600
     6,400   Grupo Casa Saba, S.A. ADR*                                  59,520
     1,500   Savia S.A. ADR*                                              4,440
    16,850   Watsco Incorporated                                        307,513

Food, beverages and tobacco - 8.41%
     5,800   Fomento Economico Mexicano, S.A.
               de C.V. Series UBD                                        22,752
     7,300   Grupo Bimbo, S.A. de C.V. Series A                          16,345
     7,300   Grupo Modelo, S.A. de C.V. Series C                         17,203
    34,800   PanAmerican Beverage Inc. Class A                          495,900

Investment companies - 3.63%
    15,211   The Latin America Equity Fund, Inc.                         68,098
     7,900   The Latin American Discovery Fund, Inc.                    170,363

Leisure - 8.42%
    10,100   Carnival Corp.                                             279,669
     1,500   Grand Adventure Tour and Travel Publishing Corp.*                8
    14,000   Royal Caribbean Cruises Ltd.                               273,000

Medical - 4.28%
     8,000   Orthofix International N.V.*                               281,200

Pulp and Paper - 0.23%
     5,700   Kimberly-Clark de Mexico, S.A. de C.V. Series A             15,271

Railroad and landholdings - 22.61%
    58,700   Florida East Coast Industries, Inc.                      1,485,110

                             See accompanying notes.

---------------------------
*Non-income producing

                                       7


SCHEDULE OF INVESTMENTS AS OF JUNE 30, 2002 (CONTINUED)
================================================================================

Shares or Principal Amount         Description                          Value
--------------------------         -----------                          -----

Retail - 0.95%
     3,700   Controladora Comercial Mexicana,
               S.A. de C.V. Series UBC                               $    2,189
     3,900   Grupo Elektra, S.A. de C.V. Series CPO                       3,322
     2,500   Little Switzerland, Inc.*                                    4,375
     7,900   Wal-Mart de Mexico, S.A. de C.V. Series C*                  18,276
    12,500   Wal-Mart de Mexico, S.A. de C.V. Series V*                  33,940

Trucking and marine freight - 5.81%
       800   Seaboard Corporation                                       198,760
    46,600   Trailer Bridge, Inc.*                                      113,704
    10,000   Transportacion Maritima Mexicana ADR*                       69,100

Utilities - 9.17%
    12,000   Caribbean Utilities Ltd., Class A                          138,000
    32,600   Consolidated Water, Inc.                                   464,550

Other - 1.75%
       193   Seabulk International, Inc., Class A warrants*                  72
     2,414   Mantex S.A.I.C.A.                                            9,022
    32,120   Margo Caribe, Inc.*                                         88,651
       833   Siderurgica Venezolana Sivensa ADR                             109
    20,000   Xcelera, Inc.*                                              17,000
                                                                     ----------
TOTAL COMMON STOCKS (COST $7,938,959)                                $6,614,403

Bonds - 0% of net assets
   165,000  Republic of Cuba - 4.5%, 1977 - in default
              (cost $63,038) (note 2)*                                       --

OTHER ASSETS LESS LIABILITIES - (0.71%) OF NET ASSETS                  ($46,327)
                                                                     ----------

NET ASSETS - 100%                                                    $6,568,076
                                                                     ==========

                            See accompanying notes.

*Non-income producing
---------------------------

                                       8


STATEMENT OF ASSETS AND LIABILITIES AS OF JUNE 30, 2002
================================================================================

ASSETS

     Investment in securities, at value
       (cost $7,938,959) (Note 2)                                  $  6,614,403
     Dividends and interest receivable                                   10,568
     Other assets                                                        33,249

       TOTAL ASSETS                                                   6,658,220

LIABILITIES

     Due to bank                                      $     27,770
     Accrued investment advisor fee (Note 3)                26,019
     Other payables                                         36,355
                                                      ------------

       TOTAL LIABILITIES                                                 90,144
                                                                   ------------

NET ASSETS (Equivalent to $3.92 per share
  based on 1,677,636 shares outstanding)                           $  6,568,076
                                                                   ============



Net assets consist of the following:
     Common stock, $.001 par value; 100,000,000
        shares authorized; 1,677,636 shares issued
        and outstanding                                            $      1,678
     Additional paid-in capital                                       8,362,502
     Undistributed net investment loss                                 (943,888)
     Undistributed net realized gain on investments                     472,340
     Net unrealized loss on investments                              (1,324,556)
                                                                   ------------

         TOTAL                                                     $  6,568,076
                                                                   ============

                            See accompanying notes.

                                       9


STATEMENT OF OPERATIONS YEAR ENDED JUNE 30, 2002
================================================================================

INVESTMENT INCOME
    Dividends                                                      $     94,191
    Interest                                                              1,201
                                                                   ------------
       Total income                                                      95,392

EXPENSES
    Investment advisor fee (Note 3)                   $    103,509
    Custodian fees                                          53,934
    Professional fees                                       38,048
    Insurance                                               19,917
    Transfer agent                                          17,060
    Directors fees                                           8,600
    Postage                                                  7,940
    Listing fees                                             6,000
    Printing                                                 5,242
    Miscellaneous                                           11,276
                                                      ------------
       Total expenses                                                   271,526
                                                                   ------------
       INVESTMENT LOSS - NET                                           (176,134)

REALIZED AND UNREALIZED GAIN
    (LOSS) ON INVESTMENTS
    Net realized gain on investments                       129,946
    Change in unrealized loss on investments            (1,768,169)
                                                      ------------

       NET LOSS ON INVESTMENTS                                       (1,638,223)
                                                                   ------------

NET DECREASE IN NET ASSETS RESULTING
  FROM OPERATIONS                                                  $  1,814,357
                                                                   ============

                            See accompanying notes.

                                       10




STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED JUNE 30, 2002 AND 2001
================================================================================

                                                          2002              2001
                                                          ----              ----

INCREASE (DECREASE) IN NET ASSETS FROM
   OPERATIONS:
                                                                    
    Investment loss - net                                ($   176,134)    ($   112,818)
    Net realized gain on investments                          129,946          382,758
    Change in unrealized loss on investments               (1,768,169)         (51,785)
                                                         ------------     ------------
       Net increase (decrease) in net assets from
          operations                                       (1,814,357)        (218,155)

DISTRIBUTION TO SHAREHOLDRES FROM:
      Investment income and short-term
          realized gains                                     (170,448)              --
      Realized gains - long-term                              (89,753)              --
                                                         ------------     ------------
         Total distributions                                 (260,201)              --

TOTAL INCREASE (DECREASE) IN NET ASSETS                  ($ 2,074,558)    $    218,155


NET ASSETS:

    Beginning of year                                    $  8,642,634     $  8,424,479
                                                         ------------     ------------

    End of year                                          $  6,568,076     $  8,642,634
                                                         ============     ============


                            See accompanying notes.

                                       11


FINANCIAL HIGHLIGHTS
YEARS ENDED JUNE 30, 1998 THROUGH 2002



                                                                          YEAR ENDED JUNE 30
                                              --------------------------------------------------------------------------
                                                 2002            2001            2000            1999            1998
                                                 ----            ----            ----            ----            ----
PER SHARE OPERATING PERFORMANCE
                                                                                               
Net asset value, beginning of period          $     5.15      $     5.02      $     6.12      $     6.43      $     6.34
                                              ----------      ----------      ----------      ----------      ----------
Operations:
   Net investment loss                             (0.10)          (0.07)          (0.10)          (0.11)          (0.01)
   Net realized and unrealized gain (loss)
     on investments                                (0.98)           0.20           (1.00)           0.51            0.54
                                              ----------      ----------      ----------      ----------      ----------
       Total from (to) operations                  (1.08)           0.13           (1.10)           0.40            0.53
                                              ----------      ----------      ----------      ----------      ----------
Distributions:
   From investment income net                      (0.10)             --              --              --              --
   From net realized gains                         (0.05)             --              --           (0.71)          (0.44)
                                              ----------      ----------      ----------      ----------      ----------
       Total distributions                         (0.15)             --              --           (0.71)          (0.44)
                                              ----------      ----------      ----------      ----------      ----------

Net asset value, end of period                $     3.92      $     5.15      $     5.02      $     6.12      $     6.43
                                              ----------      ----------      ----------      ----------      ----------

Per share market value, end of period         $     3.48      $     4.20      $     5.06      $     6.00      $     6.00
                                              ----------      ----------      ----------      ----------      ----------
Total investment return (loss) based on
     market value per share                      (13.45%)        (17.04%)        (15.63%)         11.83%          23.54%
                                              ----------      ----------      ----------      ----------      ----------
RATIOS AND SUPPLEMENTAL DATA
Net assets, end of period (in 000's)          $    6,568      $    8,643      $    8,424      $   10,272      $   10,784
                                              ----------      ----------      ----------      ----------      ----------

Ratio of expenses to average net assets            3.77%           3.11%           3.11%           3.30%           3.21%
                                              ----------      ----------      ----------      ----------      ----------
Ratio of investment loss -
     net to average net assets                    (2.45%)         (1.33%)         (1.76%)         (1.95%)         (0.14%)
                                              ----------      ----------      ----------      ----------      ----------

Portfolio turnover rate                              18%             27%             10%             59%             40%
                                              ----------      ----------      ----------      ----------      ----------


                             See accompanying notes.

                                       12


NOTES TO FINANCIAL STATEMENTS
================================================================================

NOTE 1.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization and Related Matters
--------------------------------

The  Herzfeld  Caribbean  Basin  Fund,  Inc.  (the  Fund) is a  non-diversified,
closed-end  management  investment  company  incorporated  under the laws of the
State of Maryland on March 10, 1992, and registered under the Investment Company
Act of 1940. The Fund commenced  investing  activities in January 1994. The Fund
is listed on the NASDAQ SmallCap Market and trades under the symbol "CUBA".

The Fund's investment objective is to obtain long-term capital appreciation. The
Fund pursues its  objective by investing  primarily in equity and  equity-linked
securities of public and private companies,  including U.S.-based companies, (i)
whose securities are traded principally on a stock exchange in a Caribbean Basin
Country  or (ii)  that  have at least  50% of the  value of  their  assets  in a
Caribbean Basin Country or (iii) that derive at least 50% of their total revenue
from operations in a Caribbean Basin Country. The Fund's investment objective is
fundamental  and may not be changed  without  the  approval of a majority of the
Fund's outstanding voting securities.

At June 30, 2002, the Fund had investments in companies operating principally in
Mexico  and  Panama  representing  approximately  18% and 10% of the  Fund's net
assets, respectively.

The Fund's custodian and transfer agent is Investors Bank & Trust Company, based
in Boston, Massachusetts.

Security Valuation
------------------

Investments in securities traded on a national  securities exchange (or reported
on the NASDAQ  national  market) are stated at the last reported  sales price on
the day of valuation; other securities traded in the over-the-counter market and
listed  securities for which no sale was reported on that date are stated at the
last quoted bid price.  Short-term  notes are stated at amortized cost, which is
equivalent  to  value.  Restricted  securities  and other  securities  for which
quotations  are not readily  available are valued at fair value as determined by
the Board of Directors.

Income Recognition
------------------

Security  transactions  are  recorded  on the trade  date.  Gains and  losses on
securities sold are determined on the basis of identified cost.  Dividend income
is recognized on the  ex-dividend  date, and interest income is recognized on an
accrual basis. Discounts and premiums on securities purchased are amortized over
the life of the respective securities.

Deposits with Financial Institutions
------------------------------------

The Fund may, during the course of its  operations,  maintain  account  balances
with financial institutions in excess of federally insured limits.

                                       13


NOTES TO FINANCIAL STATEMENTS (CONTINUED)
================================================================================

Use of Estimates in the Preparation of Financial Statements
-----------------------------------------------------------

The preparation of financial statements in conformity with accounting principles
generally  accepted in the United States  requires  management to make estimates
and assumptions  that affect the reported  amounts of assets and liabilities and
disclosure of  contingent  assets and  liabilities  at the date of the financial
statements  and the  reported  amounts  of  revenues  and  expenses  during  the
reporting period. Actual results could differ from those estimates.

Income Taxes
------------

The Fund  qualifies  as a  "regulated  investment  company"  and as such (and by
complying with the applicable  provisions of the Internal  Revenue Code of 1986,
as amended) is not subject to federal  income tax on taxable  income  (including
realized capital gains) that is distributed to shareholders.

The Fund has adopted a June 30 year-end for federal income tax purposes.

Distributions to Stockholders
-----------------------------

Distributions to stockholders are recorded on the ex-dividend  date.  Income and
capital  gain  distributions  are  determined  in  accordance  with  income  tax
regulations which may differ from accounting  principles  generally  accepted in
the United States.

NOTE 2.  NON-MARKETABLE SECURITES OWNED

Investment in securities  includes  $165,000  principal,  4.5%, 1977 Republic of
Cuba bonds  purchased  for  $63,038.  The bonds are listed on the New York Stock
Exchange and had been  trading in default  since 1960.  A  "regulatory  halt" on
trading was imposed by the New York Stock Exchange in July, 1995. As of June 30,
2002,  the  position  was  valued  at  $0  by  the  Board  of  Directors,  which
approximates the bonds' fair value.

NOTE 3.  TRANSACTIONS WITH AFFILIATES

HERZFELD / CUBA (the Advisor), a division of Thomas J. Herzfeld Advisors,  Inc.,
is the Fund's investment advisor and charges a monthly fee at the annual rate of
1.45% of the Fund's average monthly net assets.

During  the year  ended  June  30,  2002,  the Fund  paid  $5,527  of  brokerage
commissions to Thomas J. Herzfeld & Co., Inc., an affiliate of the Advisor.

NOTE 4.  INVESTMENT TRANSACTIONS

During the fiscal year ended June 30, 2002,  purchases  and sales of  investment
securities were $1,290,480 and $1,528,408, respectively.

At June 30, 2002, the Fund's investment  portfolio had gross unrealized gains of
$1,186,346  and  gross  unrealized  losses  of  $2,510,902,  resulting  in a net
unrealized loss of $1,324,556.

                                       14


NOTES TO FINANCIAL STATEMENTS
================================================================================

NOTE 5: CHANGE IN INVESTMENT POLICY

On March 14, 2002, the Fund's Board  approved a change in the investment  policy
of the Fund to comply with Investment  Company Act Rule 35d-1 (commonly known as
the "Names Rule"). The Names Rule requires that a fund with a name that suggests
it focuses on investments in a particular country or in a particular  geographic
region  must  invest at least 80% of its  assets  in  investments  that are tied
economically to the particular country or georgraphic  region suggested.  As the
Fund's name includes the phrase "Caribbean  Basin," the Fund's current policy to
invest  65% of its  total  assets in a broad  range of  securities  of  issuers,
including U.S. based companies, which engage in sustantial trade with and derive
substantial  revenues  from  operation in  Caribbean  Basin  countries  has been
revised to read substantially as follows:

     Under normal circumstances,  the Fund will invest at least 80% of its total
     assets in a broad range of  securities  of issuers,  including  U.S.  based
     companies,  which engage in substantial  trade with and derive  substantial
     revenues from operation in Caribbean Basin countries.

In addition,  the Fund has adopted a policy to provide  stockholders of the Fund
60 days' prior notice of any change in the 80% investment policy.

                                       15




DIRECTORS AND OFFICERS OF THE FUND
====================================================================================================================================
                                                                                               NUMBER OF
                                                                                              PORTFOLIOS
NAME                     POSITION(S)     TERM OF OFFICE                                       IN COMPLEX
ADDRESS                     HELD          AND LENGTH OF      PRINCIPAL OCCUPATION(S)           OVERSEEN          PUBLIC
AGE                       WITH FUND        TIME SERVED         DURING PAST 5 YEARS            BY DIRECTOR     DIRECTORSHIPS

Officers
--------
                                                                                            
THOMAS J. HERZFELD        President,      three years;      Chairman and President of              2       The Cuba Fund, Inc.
PO Box 161465             Chairman,       1993 to present   Thomas J. Herzfeld & Co., Inc.                 (in registration)
Miami, FL  33116          Director                          and Thomas J. Herzfeld
Age: 57                                                     Advisors, Inc.

CECILIA L. GONDOR         Secretuary,     three years;      Executive Vice President of            2       The Cuba Fund, Inc.
PO Box 161465             Treasurer,      1993 to present   Thomas J. Herzfeld & Co., Inc.                 (in registration)
Maimi, FL  33116          Director                          and Thomas J. Herzfeld
Age: 40                                                     Advisors, Inc.

Independent Directors
---------------------

ANN S. LIEFF              Director        three years;      President of the Lieff Company, a      1       Hastings Entertainment,
PO Box 430330                             1998 to present   management consulting firm that                Inc.
Miami, FL  33243                                            offers business solutions,
Age: 50                                                     strategies and CEO mentoring to
                                                            corporations and women/family-
                                                            owned businesses, 1998-present;
                                                            former CEO Spec's Music 1980-1998,
                                                            a retailer of recorded music.

MICHAEL A. RUBIN          Director        three years;      Partner of Michael A. Rubin P.A.,      1       Margo Caribe, Inc.
420 Dixie Highway                         2002 to present   attorney at law; Broker, Oaks
Suite 4B                                                    Management & Real Estate Corp.,
Coral Gables, FL 33146                                      a real estate corporation
Age: 60

ALBERT L. WEINTRAUB       Director        three years;      Senior Partner of Weintraub,           1       None
250 SW 3rd Avenue                         1999 to present   Weintraub, Seiden and Orshan;
Miami, FL  33129                                            Chairman/CEO of iTelsa, Inc., a
Age: 73                                                     provider of Internet protocol
                                                            telephy services; Chairman of
                                                            E-Lysium Transaction Systems, Inc.,
                                                            an application service provider of
                                                            transaction processing, billing
                                                            and payment systems; City Attorney
                                                            for Miami Springs, FL


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INDEPENDENT AUDITORS' REPORT
================================================================================

[LOGO]

To the Board of Directors and Shareholders
The Herzfeld Caribbean Basin Fund, Inc.

We have  audited the  accompanying  statement of assets and  liabilities  of The
Herzfeld Caribbean Basin Fund, Inc.,  including the schedule of investments,  as
of June 30,  2002,  and the related  statement of  operations  for the year then
ended,  the statements of changes in net assets for each of the two years in the
period then ended,  and the financial  highlights  for each of the five years in
the period then ended. These financial  statements and the financial  highlights
are the  responsibility  of the  Fund's  management.  Our  responsibility  is to
express an opinion on these financial  statements and financial highlights based
on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the  United  States of  America.  Those  standards  require  that we plan and
perform the audit to obtain  reasonable  assurance  about  whether the financial
statements and financial highlights are free of material misstatement.  An audit
includes  examining,  on a test  basis,  evidence  supporting  the  amounts  and
disclosures in the financial statements. Our procedures included confirmation of
securities owned as of June 30, 2002, by  correspondence  with the custodian and
brokers.  An audit also includes  assessing the accounting  principles  used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audits  provide  a
reasonable basis for our opinion.

In our opinion,  the financial  statements and the financial highlights referred
to above present fairly, in all material respects, the financial position of The
Herzfeld  Caribbean  Basin Fund,  Inc. as of June 30,  2002,  the results of its
operations  for the year then  ended,  the changes in its net assets for each of
the two years in the period then ended, and the financial highlights for each of
the  five  years  in the  period  then  ended,  in  conformity  with  accounting
principles generally accepted in the United States of America.

/s/ Kaufman, Rossin & Co.

Miami, Florida
July 18, 2002

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PRIVACY POLICY
================================================================================

INFORMATION WE COLLECT

We collect  nonpublic  information  about you from applications or other account
forms you complete,  from your  transactions  with us, our  affiliates or others
through transactions and conversations over the telephone.

INFORMATION WE DISCLOSE

We do not  disclose  information  about  you,  or our former  customers,  to our
affiliates or to service  providers or other third parties except on the limited
basis permitted by law. For example, we may disclose nonpublic information about
you to third parties to assist us in servicing  your account with us and to send
transaction confirmations, annual reports, prospectuses and tax forms to you. We
may also disclose  nonpublic  information  about you to  government  entities in
response to subpoenas.

OUR SECURITY PROCEDURES

To ensure  the  highest  level of  confidentiality  and  security,  we  maintain
physical,   electronic  and  procedural  safeguards  that  comply  with  federal
standards to guard your personal  information.  We also restrict  access to your
personal  and  account  information  to those  employees  who need to know  that
information to provide services to you.

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