EXHIBIT 11

                                 Code of Ethics
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APPLICABILITY

This policy applies to all employees, officers and managing directors throughout
all of the subsidiaries and divisions of Head N.V. ("HEAD" or "Company").

POLICY

HEAD has issued seperate internal policy guidelines with regard to compliance
with insider trading rules. The Management Board and the managers of each
subsidiary are responsible for the distribution of such relevant information,
for informing their employees of the internal guidelines in an appropriate
manner as well as to take organisational measures (define classified units,
appoint a compliance officer) in cooperation with the compliance officers of
Head.

Bribery, violations of antitrust laws and other illegal activities are
forbidden. It is emphasized that HEAD'S policy of good faith compliance with the
law is not limited to laws pertaining to political contributions and bribery or
to antitrust laws but is broad in scope and prohibits all forms of unlawful
activities. Employees who authorize or participate in unlawful activities will
be subject to disciplinary action including dismissal.

There are certain areas where the outsider activities of an employee or director
of HEAD or its subsidiaries may give rise to conflicts of interest. These
include, but are not limited to, investment or participation in a business other
than HEAD, employment outside of HEAD or its subsidiaries' working hours by
another business and the receiving of payment or loans from outside interests.
Any such conflict of interest is contrary to corporate policy.

Without limiting the generality of the foregoing, certain guidelines may
appropriately be set forth as follows:

                           HONEST AND ETHICAL CONDUCT
                              CONFLICT OF INTEREST

1.       The use of funds or assets of the Company or any subsidiary for any
         unlawful purpose or payments, gifts or favors to government officials
         or employees, is prohibited. This prohibition does not preclude gifts
         or favors in those countries which meet all of the following
         requirements: (1) the gifts or favors are made for a legitimate
         business purpose and not to obtain benefits not permitted by local
         laws nor to escape obligations imposed by local laws, (2) the gifts or
         favors are modest in amount and are made in accordance with prevailing
         local custom and are not considered to be in the nature of bribery or
         be otherwise in violation of local laws as interpreted and applied,
         (3) disclosure of the gifts or favors would not embarrass the Company
         nor result in any material adverse action against the Company and (4)
         the gifts or favors are authorized by the Business Unit Manager of the
         subsidiary making them. If, in the judgment of the Business Unit
         Manager, the amount may not be construed as modest in amount, the
         Manager shall seek guidance from higher authority.


2.       An employee or director of HEAD or a subsidiary should not become an
         investor, stockholder or partner in the business of a customer or
         supplier, if such employee is in a position to make or influence
         decisions of sale or purchase in either business. Any employee who
         already has an interest in such a business should immediately inform
         his superior and Managing Director.

3.       An employee or director of HEAD or a subsidiary should not, either
         directly or indirectly, acquire an interest in a business which is
         being considered for merger or acquisition if such employee has become
         aware of the proposed acquisition or merger. If already holding an
         interest in such a business, his position should be fully disclosed to
         the Management Board..

4.       An employee of HEAD or a subsidiary should not accept part-time
         employment from competitors, suppliers or customers of HEAD or a
         subsidiary.

5.       An employee of HEAD or a subsidiary should not accept a loan or
         remuneration in any form (including commissions, refunds or gratuities)
         which arises out of the sale of goods or services to or by HEAD or its
         subsidiaries.



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           FULL, FAIR, ACCURATE, TIMELY AND UNDERSTANDABLE DISCLOSURE

6.       Compliance is mandatory under the local and international accounting
         principles under which HEAD and its subsidiaries in their individual
         locations are governed in the preparation of their financial
         statements.

7.       All assets, liabilities, revenues, expenses and financial transactions
         shall be accurately recorded on the books of each company.

8.       No false, misleading, inaccurate, or artificial entries shall be made
         in the books and records of the Company or of any subsidiary:

9.       The disclosure in all reports or documents the Company or any of its
         subsidiaries files with or submits to the SEC and other financial
         authorities or in other public communications shall be full, fair,
         accurate, timely and understandable.

10.      No payment on behalf of the Company or any of its subsidiaries shall be
         approved or made with the intention or understanding that any part of
         such payment is to be used for a purpose other than that described by
         the document supporting the payment.


11.      All fees paid to agents, attorneys, consultants, or others performing
         services shall be supported by documentation which clearly shows the
         nature of the services rendered for the payments.

                            COMPLIANCE WITH ALL LAWS


12.      It is the policy of HEAD to comply in good faith with all applicable
         laws and regulations, including insider trading rules, in every
         jurisdiction where any company of HEAD engages in any activity.

                               ACCEPTANCE OF GIFTS

13.      No gifts, trips nor special events of any significance should be
         accepted by any employee of HEAD or its subsidiaries at Christmas or at
         other times, from vendors or others doing business with the company. If
         a gift of significance is received, it should be returned respectfully
         to the donor and offers of trips or special events should be politely
         refused.

14.      There is no objection to the receipt of modest, inexpensive
         remembrances at appropriate times of an eatable or potable nature or
         desk type items provided each is of a nominal value.

         Similarly, there is no objection to essential business meals, business
         events or occasional and infrequent social, sports or entertainment
         events of a nominal and accepted nature provided they in no way
         compromise the business decisions that must be made or place HEAD in
         any position of obligation to those extending the invitation.

         In any event, good judgement must prevail and if any question
         concerning the acceptance of a gift, trip or special event arise, the
         next person in authority to the recipient should be consulted.


                    REPORTING OF VIOLATIONS / ACCOUNTABILITY

15.      Any employee who is presently in a situation or contemplates an
         activity or has knowledge of an activity which appears to be contrary
         to this Code should immediately make all pertinent facts known to his
         superior and to one of the Managing Directors. Any such report will be
         treated confidentially and the Company will not tolerate retaliation in
         any form against any person for complaints or reports made in good
         faith. Any violation will lead to disciplinary action, up to and
         including termination of employment and any further legal actions. The
         Code of Business Conduct will be regularly monitored by the Disclosure
         Committee.



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                             CORPORATE OPPORTUNITIES

16.      Employees, officers and directors are prohibited from a) taking for
         themselves personally opportunities that are property within the scope
         of the Company's activities, b) using corporate property, information
         or position for personal gain, and c) competing with the Company.
         Employees, officers and directors owe a duty to the Company to advance
         its legitimate interests to the best of their ability.


                                 CONFIDENTIALITY

17.      Employees, officers and directors should maintain the confidentiality
         of information entrusted to them by the Company, its subsidiaries or
         their customers. Confidential information includes all non-public
         information that might be of use to competitors, or harmful to the
         Company, its subsidiaries or its customers, if disclosed. The
         obligation to safeguard confidential information continues after
         employment with the Company or its subsidiaries ends.

18.      The obligation to maintain the confidentiality of information may be
         subject to legal or regulatory requirements to disclose that
         information. In such cases, the Disclosure Committee will assist in
         determining what disclosure is required.


                                  FAIR DEALING

19.      Each employee, officer and director should deal fairly with customers,
         suppliers, competitors and employees. No person may take unfair
         advantage of anyone through manipulation, concealment, abuse of
         priviledged information, misrepresentation of material facts or any
         other unfair-dealing practice.


                   PROTECTION AND PROPER USE OF COMPANY ASSETS


20.      All employees, officers and directors should protect the Company's and
         subsidiaries assets and ensure their efficient use. Theft, carelessness
         and waste have a direct impact on the Company's profitability. All of
         the Company's and subsidiaries assets should be used for legitimate
         business purposes.