EXHIBIT 14

                                 CODE OF ETHICS
                                       FOR
                            SENIOR EXECUTIVE OFFICERS

GENERAL PHILOSOPHY

The honesty, integrity and sound judgment of the principal financial officer,
principal accounting officer or controller, or persons performing similar
functions, and the principal executive officer (collectively, including the
senior executive officer, the "Senior Financial Officers") of CSTM ("CSTM") is
fundamental to CSTM's reputation and success. While all directors, officers and
employees are required to adhere to CSTM's Code of Ethics, the professional and
ethical conduct of the Senior Financial Officers is essential to the proper
functioning and success of CSTM.

APPLICABILITY

This Code of Ethics shall apply to CSTM's Senior Financial Officers. "Senior
Financial Officers" shall include the principal executive officer, the principal
financial officer, the principal accounting officer or controller, or persons
performing similar functions, including CSTM's President and Chief Executive
Officer, Chief Financial Officer, and Vice President--Accounting and Controller.
In the event of the change of an officer's title or designation as a principal
officer, or the addition of an officer to the foregoing definition, any officer
performing a similar function shall be included.

STANDARDS OF CONDUCT

To the best of their knowledge and ability, the Senior Financial Officers shall:

o        act with honesty and integrity, including the ethical handling of
         actual or apparent conflicts of interest between personal and
         professional relationships;

o        provide full, fair, accurate, timely, and understandable disclosure in
         reports and documents that CSTM files with, or submits to, the
         Securities and Exchange Commission ("Commission") and in other public
         communications made by CSTM;

o        comply with applicable governmental laws, rules and regulations;

o        promote  the prompt  internal  reporting  of  violations  of this Code
         of Ethics to the chair of the Audit Committee of the board of
         directors;

o        respect the confidentiality of information acquired in the course of
         employment;

o        maintain the skills necessary and relevant to CSTM needs;

o        promote, as appropriate, contact by employees with the Corporate
         Governance Office or the chair of the Audit Committee of the board of
         directors for any issues concerning improper accounting or financial
         reporting of CSTM without fear of retaliation; and

o        proactively promote ethical and honest behavior within  CSTM and its
         consolidated subsidiaries.

All Senior Financial Officers are expected to adhere to this Code of Ethics. Any
violation of this Code of Ethics will be subject to appropriate discipline, up
to and including dismissal from the Company and prosecution under the law. The
board of directors shall have the sole and absolute discretionary authority to
approve any deviation or waiver from this Code of Ethics for Senior Financial
Officers. Any change in or waiver from and the grounds for such change or waiver
of this Code of Ethics for Senior Financial Officers shall be promptly disclosed
through a filing with the Commission on Form 8-K.




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