**EXHIBIT 11**
**CODE OF ETHICS OF TIM HELLAS S. A.**
**Article 1 — Premise**
-  Both internally and externally, the activity of TIM Hellas is based on observance of theprinciples set out in this Code, the cornerstone of TIM Hellas’ organizational model andsystem of internal control, in the belief that ethical business conduct is also a conditionfor a firm’s success. -  The governing bodies of TIM Hellas, its managements and all those who work for it arerequired to observe this Code within the scope of their respective powers, functions andresponsibilities.
**Article 2 – Objectives and values**
-  The primary objective of TIM Hellas is to create value for its shareholders while complyingwith the principles established in this Code. Business and financial strategies must beoriented to achieving this end, as must the consequent conduct of operations, based in turn onthe efficient use of resources. -  TIM Hellas
•  must be committed, as active and responsible member of the community, to observing the lawsin force in the country in which it operates and the ethical principles commonly acceptedaccording to international standards in the conduct of business: transparency, correctness andfairness; •  must reject and stigmatize recourse to illegal and improper conduct (vis-à-vis thecommunity, public authorities, customers, workers, investors, suppliers and competitors) inorder to achieve its business objectives, which they must pursue exclusively through theexcellence of its products and services in terms of quality and cost-effectiveness, based onexperience, customer care and innovation; •  must adopt organizational solutions serving to prevent violations of the law and theprinciples of transparency, correctness and fairness by its employees and collaborators andtake steps to ensure they are applied and complied with in practice; •  must ensure, while safeguarding the competitive strengths of its business, that the market,investors and the public are fully informed about its actions; •  must make every effort to promote fair competition, which it believes to be in its owninterest and in that of all the other firms operating in the market, their customers and theirstakeholders; •  must pursue excellence and competition in the market and provide its customers with highquality products and services that meet their needs efficiently; •  must be aware of the strategic importance of the services it provides for the well-beingand growth of the communities in which it operates;
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•  must protect its human resources and enhance their quality; •  must use material resources responsibly, with a view to achieving sustainable growth thatrespects the environment and the rights of future generations.
**Article 3 – Internal control system**
-  An efficient and effective internal control system is a necessary condition for the conductof business to conform with the rules and principles of this Code. All the persons to whom theCode is directed are therefore required to help ensure the system works properly. -  Especially important aspects of the internal control system are the correct specification ofduties and responsibilities, with a consistent allocation of operational powers, and thereliability of accounting and management data. -  The collection, storage, processing, presentation and dissemination of accounting andmanagement data according to the methods and time limits established by applicable laws andregulations and operational procedures shall be a priority objective for TIM Hellas. Primaryresponsibility for the pursuit of this objective – which requires the cooperation of all thepersons to whom the Code is directed – shall lie with the Chief Executive Officer and theChief Financial Officer and the heads of accounting and operational control in TIM Hellas.
**Article 4 – Relations with*****stakeholders***
4.1 Shareholders
TIM Hellas is committed to ensuring equal treatment for all classes of shareholders and avoidingbiased behaviour.
4.2 Customers
The excellence of TIM Hellas’ products and services is founded on the attention paid to customersand the willingness to satisfy their requests. The ultimate aim must be to guarantee an immediate,capable and competent response to customers’ needs, in a correct, courteous and helpful way.
4.3 The community
-  TIM Hellas intends to contribute to the economic well-being and growth of the community inwhich it operates by providing efficient and technologically advanced services. -  Consistently with this objective and with its responsibilities towards the variousstakeholders, TIM Hellas shall consider research and innovation as essential to its growth andsuccess. -  Compatibly with its nature of commercial enterprise and the consequent need for itsoperations to be economically efficient, in its choices, TIM Hellas shall consider the socialimportance of telecommunications services and endeavour to meet the needs of the entire community, includingthe weakest members.
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-  Aware of the importance of the services it provides and the consequent responsibility towardssociety, TIM Hellas shall maintain relations with public Authorities at the local, nationaland international levels based on full and active cooperation and transparency, in conformitywith its respective role and the economic objectives and the values set out in this Code. -  TIM Hellas shall be well-disposed towards, and where appropriate, provide support forsocial, cultural and educational initiatives aimed at developing the person and improvingliving standards. -  TIM Hellas shall not make contributions of any kind to political parties or trade unions orto their representatives or candidates, subject to applicable laws and regulations. -  TIM Hellas believes in the desirability of sustainable growth, in the interest of alltoday’s and tomorrow’s stakeholders. Its investment and operating choices must thereforealways take into account the need to protect the environment and public health. -  TIM Hellas shall take environmental issues into account in arriving at its decisions and –going beyond what is required by applicable laws and regulations where this is operationallyand economically feasible – shall try to adopt eco-friendly technologies and methods ofproduction, with the aim of reducing the impact of its activities on the environment.
4.4 Human resources
-  TIM Hellas must recognize the central role of human resources, in the belief that theprincipal factor in the success of every firm is the contribution made by those who work forit, in a context of fairness and mutual trust. -  TIM Hellas must protect its employees’ safety and health at the workplace and in theconduct of its business consider respect for workers’ rights to be of fundamental importance.Personnel management within TIM Hellas must aim to ensure equal opportunity and to promote thedevelopment of each individual.
4.5 The market
-  TIM Hellas must be aware of the importance of correct information about its activities forthe market, investors and the community as a whole. -  Subject to the need for confidentiality in running its businesses, TIM Hellas shall maketransparency an objective in its dealings with all stakeholders. In particular, it shalldisclose information to the market and investors in accordance with criteria of correctness,clarity and equal access. -  The disclosure of information to third parties shall be governed – in accordance withapplicable laws and regulations – by special internal procedures.
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**Article 5 – Transactions with related parties**
The activity of TIM Hellas shall be based on the principles of correctness and transparency. Tothis end, transactions with related parties shall ensure substantial and procedural correctness, bycomplying with conduct of business rules for carrying out such transactions of which the market hasbeen adequately informed.
**Article 6 – Conduct of the persons to whom the Code is directed**
-  The conduct and business relationships of the governing bodies of TIM Hellas, itsmanagements and all those who work for it shall be based on compliance with applicable lawsand regulations, this Code and company procedures. -  The persons to whom the Code is directed may not:
 •  pursue their personal interest or the interest of third parties to the detriment of theinterest of the company they work for;  •  improperly exploit, for personal interest or the interest of third parties, the name orreputation of the company they work for or any information they acquire or businessopportunities they learn of in the performance of their functions;  •  use company assets for purposes other than those for which they are intended.
-  The persons to whom the Code is directed shall refrain from activities (whether paid or not)and conduct incompatible with the obligations deriving from their relationship with thecompany they work for. -  Employees (collaborators) of TIM Hellas are required to report any potential, direct orindirect, conflict of interest with respect to the company they work for to their immediatesuperiors (contact persons); reports shall also be made in doubtful cases. -  The persons to whom the Code is directed shall ensure the confidentiality of any informationthey acquire in performing their functions. The handling of confidential information, withspecial reference to price-sensitive information, shall be governed – in accordance withapplicable laws and regulations – by special internal procedures.
**Article 7 – Compliance with the Code**
-  TIM Hellas is committed to adopting the procedures, rules and instructions serving toensure that the values embodied in the Code are reflected in the conduct of each company andin that of its employees and collaborators, with provision made, where appropriate and inaccordance with applicable laws and regulations, for a system of sanctions for violations.
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-  Employees must promptly inform the person(s) in charge of internal control at TIM Hellas,directly or via their immediate superior, of any:
 •  violation or inducement to violate applicable laws and regulations, this Code orinternal procedures;  •  irregularity or negligence in keeping accounting records, preserving the relateddocumentation or fulfilling obligations with regard to financial or internal managementreports.
-  The person(s) in charge of internal control shall verify any such reports to establish thefacts and take appropriate action, including proposals to punish the culprits where this isprovided for and in accordance with the procedures laid down in applicable laws andregulations, collective bargaining agreements or contracts. -  Persons who make a report in good faith shall not suffer any adverse consequences. Theirnames shall be kept confidential, except as provided for by law. -  The Board of Directors must be promptly informed of the reports received by the persons incharge of internal control and the consequent action taken.
**Article 8 – Monitoring and revision of the Code**
The Code shall be reviewed annually and revised as necessary by TIM Hellas’ Board of Directors.
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