EXHIBIT 99.1

               CODE OF ETHICS FOR REGISTRANT'S FINANCIAL OFFICERS


Colonial financial officers have an obligation to Colonial, its shareholders,
the public investor community, and themselves to maintain the highest standards
of ethical conduct. In recognition of this obligation, Colonial has adopted the
following standards of ethical conduct for Colonial financial officers.
Adherence to these standards is integral to achieving the objectives of Colonial
and its shareholders. Colonial financial officers shall not commit acts contrary
to these standards nor shall they condone the commission of such acts by others
within Colonial.

                                   COMPETENCE

Colonial financial officers have a responsibility to:

*   Maintain an appropriate level of professional competence by ongoing
    development of their knowledge and skills.
*   Perform their professional duties in accordance with relevant laws,
    regulations, and technical standards.
*   Prepare accurate, complete, clear and timely financial statements, reports
    and recommendations after appropriate analyses of relevant and reliable
    information.

                                 CONFIDENTIALITY

Colonial financial officers have a responsibility to protect Colonial by:

*   Refraining from disclosing confidential information acquired in the course
    of their work except when authorized, unless legally obligated to do so.
*   Informing subordinates as appropriate regarding the confidentiality of
    information acquired in the course of their work and monitoring their
    activities to assure the maintenance of that confidentiality.
*   Refraining from using, or appearing to use, confidential information
    acquired in the course of their work for unethical or illegal advantage
    either personally or through third parties.

                                    INTEGRITY

Colonial financial officers have a responsibility to:

*   Comply with rules and regulations of federal, state and local governments,
    and appropriate private and public regulatory agencies or organizations.
*   Act in good faith, responsibly, without misrepresenting material facts or
    allowing their independent judgment to be subordinated.
*   Avoid actual or apparent conflicts of interest and advise all appropriate
    parties of any potential conflict.
*   Refrain from engaging in any activity that would prejudice their ability to
    carry out their duties ethically.
*   Refuse any gift, favor, or hospitality that would influence or would appear
    to influence their actions.
*   Refrain from either actively or passively subverting the attainment of
    Colonial's legitimate and ethical objectives.
*   Recognize and communicate professional limitations or other constraints that
    would preclude responsible judgment or successful performance of an
    activity.
*   Report to senior management and the Audit Committee any significant
    information they may have regarding judgments, deficiencies, discrepancies,
    errors, lapses or any similar matters relating to Colonial or its
    subsidiaries' accounting, auditing or system of internal controls. Financial
    officers must communicate unfavorable, as well as favorable, information and
    professional judgments or opinions.
*   Refrain from engaging in or supporting any activity that would discredit
    their profession or Colonial and proactively promote ethical behavior within
    Colonial.

                                   OBJECTIVITY

Colonial financial officers have a responsibility to:

* Communicate information fairly and objectively.
*   Disclose all material information that could reasonably be expected to
    influence intended user's understanding of the reports, comments, and
    recommendations presented.


IN WITNESS WHEREOF, the undersigned Colonial financial officer certifies that
s/he has read the above Code of Ethics for Colonial Financial Officers and
agrees to abide thereby.


/S/ BERNARD KORN                    Date: October 15, 2002
----------------
(Signature)

BERNARD KORN
--------------------
(Print Name)


/S/ JAMES W. STEWART                Date:  October 15, 2002
--------------------
(Signature)


JAMES W. STEWART
--------------------
(Print Name)


<PAGE>