Exhibit 14.1



                MOUNT LUCAS MANAGEMENT CORPORATION CODE OF ETHICS

Purpose

To establish standards that promote:

o     Honest and ethical conduct, including the ethical handling of
      actual or apparent conflicts of interest between personal and
      professional relationships;

o     Full, fair, accurate, timely, and understandable disclosure in
      the filings with or submissions to the Securities and Exchange
      Commission (the "SEC") on behalf of the MLM IndexTM Fund (the
      "Pool"), an investment pool operated by Mount Lucas Management
      Corporation (the "Company") that is subject to the reporting
      requirement of the Securities Exchange Act of 1934, and in
      other public communications made by the Company concerning the
      Pool;

o    Compliance with all applicable governmental laws, rules, and regulations;

o    Prompt internal reporting of violations of the Company's Code of Ethics
     (this "Code"); and

o    Accountability for adherence to this Code

Applicability

This Code applies to the Company's principal executive officer, principal
financial officer, principal accounting officer and persons performing similar
functions (collectively, the "Covered Officers"). The Company expects the
Covered Officers to know and follow the policies outlined in the Compliance
Manual of the Company and this Code. Any Covered Officer who violates the letter
or spirit of these policies is subject to disciplinary action, up to and
including termination.

General Responsibilities

The Company expects the Covered Officers to know and follow the policies
outlined in the Compliance Manual of the Company and this Code. Any Covered
Officer who violates the letter or spirit of these policies is subject to
disciplinary action, up to and including termination.

Honest and Ethical Conduct

Every Covered Officer has the responsibility to be honest and ethical. All of a
Covered Officer's responsibilities should be performed with the highest sense of
integrity. Integrity accommodates the inadvertent error and the honest
difference of opinion, but it cannot accommodate deceit or subordination of
principle.

Honesty and integrity require that each Covered Officer ethically handle actual
or apparent conflicts of interest between personal and professional
relationships. A conflict of interest is any situation in which a Covered
Officer's personal interest is inconsistent with, or contrary to, the legitimate
interests of the Company, or an investment pool operated by the Company. A
conflict of interest situation can arise when a Covered Officer takes action or
has interests (financial or other) that may make it difficult to fulfill duties
owed to the Company or any investment pool operated by the Company. Conflicts of
interest also may arise when a Covered Officer or a member of a Covered
Officer's family receives improper personal benefits as a result of the Covered
Officer's affiliation with the Company, regardless of whether such benefits are
received from the Company or a third party. Covered Officers must avoid any
situation in which their independent business judgment might appear to be
compromised.


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Full, Fair, Accurate, Timely, and Understandable Disclosure

As a result of the Pool being a reporting company under the Securities Exchange
Act of 1934, the Company is required, on behalf of the Pool, to file periodic
and other reports with the SEC. In that regard, each Covered Officer must (1)
take all reasonable steps to ensure that these reports and other public
communications represent full, fair, accurate, timely and understandable
disclosure regarding the financial and business condition of the Pool; (2)
promptly bring to the attention of the board of directors of the Company any
material information of which a Covered Officer may become aware that affects
the disclosures made by the Company in the public filings made on behalf of the
Pool or otherwise would assist the board of directors in fulfilling its
responsibilities to the Pool; and (3) must promptly bring to the attention of
the Compliance Officer and the board of directors of the Company any information
he or she may have concerning (i) significant deficiencies in the design or
operation of internal controls that could adversely affect the Company's ability
to record, process, summarize and report financial data, including on behalf of
the Pool or (ii) any fraud, whether or not material, involving management or
other employees who have a significant role in the Company's financial
reporting, including on behalf of the Pool, disclosures or internal controls.

Compliance with All Applicable Governmental Laws, Rules, and Regulations

Each Covered Officer must comply with all applicable governmental laws, rules,
and regulations. This requirement applies to all federal, foreign, state and
local laws.

Prompt Internal Reporting of Violations of the Code

If a Covered Officer is unsure whether a situation violates any applicable law,
rule, regulation, or Company policy, the Covered Officer should discuss the
situation promptly with the Compliance Officer. Failure to do so is itself a
violation of the Code. The Company will not allow retaliation for reports made
in good faith.

Violations of or interpretive matters related to the Code should immediately be
brought to the attention of the Compliance Officer.

Waivers of or Amendments to the Code

Any waivers of or amendments to this Code must be granted by the Company's board
of directors. If a Covered Officer would like to request a waiver or amendment
to this Code, he should contact the Compliance Officer.



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