EXHIBIT 14 PRESIDENTIAL REALTY
CORPORATION CODE OF BUSINESS
CONDUCT AND ETHICS   TABLE
OF CONTENTS

PagePOLICY
 STATEMENT
1APPROVALS
 AND WAIVERS
1CONFLICTS OF
 INTEREST
2Corporate
Opportunities & Resources
2BUSINESS
 RELATIONSHIPS
3FAIR COMPETITION
3GIFTS,
 GRATUITIES, ENTERTAINMENT AND OTHER CONSIDERATIONS
3Loans
3Meals,
Entertainment, and Travel
3Bribes and
Kickbacks
4POLITICAL
 CONTRIBUTIONS AND LOBBYING
4ACCURACY OF
 REPORTS, RECORDS AND ACCOUNTS
4GOVERNMENT
 INVESTIGATIONS
5INSIDER
 TRADING; COMMUNICATIONS WITH THIRD PARTIES
5Insider
Trading
5Confidential
Information
6COMPLIANCE
 AND REPORTING
6Compliance
6Reporting
Procedures and Other Inquiries
6Policy
Prohibiting Unlawful Retaliation or
 Discrimination
7The Compliance
Officer
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PRESIDENTIAL REALTY CORPORATION
CODE OF BUSINESS CONDUCT AND ETHICS

POLICY STATEMENT

It
is the policy of Presidential Realty Corporation (the Company) to
conduct its affairs in accordance with all applicable laws, rules and
regulations of the jurisdictions in which it does business. This Code of
Business Conduct and Ethics (Code) applies to the Companys employees,
officers and non-employee directors, including the Companys principal
executive officer, principal financial officer, principal accounting officer or
controller, and persons performing similar functions (Designated Executives).
This Code is the Companys code of ethics as defined in Item 406 of
Regulation S-K. This Code is designed to promote:


honest and
 ethical conduct, including the ethical handling of actual or apparent
 conflicts of interest between personal and professional relationships;
full, fair,
 accurate, timely and understandable disclosure in the reports and documents
 the Company files with, or submits to, the Securities and Exchange Commission
 and in other public communications made by the Company;
compliance
 with applicable governmental laws, rules and regulations;
the prompt
 internal reporting to the appropriate person of violations of this Code; and
accountability
 for adherence to this Code.The
Company has established standards for behavior that affects the Company, and
employees, officers and directors must comply with those standards. The Company
promotes ethical behavior and encourages employees to talk to supervisors,
managers, the Compliance Officer, or other appropriate personnel when in doubt
about the best course of action in a particular situation. Non-employee
directors are encouraged to talk to the Compliance Officer in such situations.
Anyone aware of a situation that he or she believes may violate or lead to a
violation of this Code should follow the guidelines under Compliance and Reportingbelow.

The Code covers a wide range of business practices and procedures. It does not
cover every issue that may arise, but it sets out basic principles to guide
you. Specific Company policies and procedures provide details pertinent to many
of the provisions of the Code. Although there can be no better course of action
than to apply common sense and sound judgment, do not hesitate to use the
resources available whenever it is necessary to seek clarification.

APPROVALS AND WAIVERS

Certain
provisions of this Code require you to act, or refrain from acting, unless
prior approval is received from the appropriate person. Employees requesting
approval pursuant to

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this Code
should request such approval from the Compliance Officer. Approvals relating to
the Designated Executives and directors must be obtained from the Companys
Board of Directors. All other approvals may be granted by the Compliance
Officer, or such officers designee.

Other
provisions of this Code require you to act, or refrain from acting, in a
particular manner and do not permit exceptions based on obtaining an approval.
Waiver of those provisions [relating to executive officers and directors] may
only be granted by the Companys Board of Directors and waivers relating to
executive officers and directors must be promptly disclosed to stockholders.
All other waivers may be granted by the Compliance Officer. Changes in this
Code may only be made by the Board of Directors and must be promptly disclosed
to stockholders.1

CONFLICTS OF INTEREST

A
conflict of interest arises when your personal interests interfere with your
ability to act in the best interests of the Company. Employees must discharge
their responsibilities on the basis of what is in the best interest of the
Company independent of personal consideration or relationships. Non-employee
directors must discharge their fiduciary duties as directors of the Company.

Employees
should disclose any potential conflicts of interest to the Compliance Officer,
who can advise the employee as to whether or not the Company believes a
conflict of interest exists. An employee should also disclose potential
conflicts of interest involving the employees spouse, siblings, parents,
in-laws, children and members of the employees household. Non-employee
directors may discuss any concerns with the Compliance Officer.

Corporate
Opportunities & Resources

You
are prohibited from taking for yourself personal opportunities that are
discovered through the use of corporate property, information or position without
approval. Without approval, you may not use corporate property, information or
position for personal gain. No employee may compete with the Company, directly
or indirectly, except as permitted by Company policies.

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

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SEC Release
 No. 33-8177 (January 2003) requires Designated Executive and director
 waivers and changes to be reported on Form 8-K within two business days
 (although Amex provides five days), or alternatively, through website
 disclosure. The term waiver means the approval by the Company of a material
 departure from a provision of the code of ethics. The disclosure requirement
 would include implicit waivers, which are defined as the Companys failure to
 take action within a reasonable period of time regarding a material departure
 from a provision of the code of ethics that has been made known to an
 executive officer (as defined in Rule 3b-7).2

Company
resources may be used for minor personal uses, so long as such use is
reasonable, does not interfere with your duties, is not done for pecuniary
gain, does not conflict with the Companys business and does not violate any
Company policy.

BUSINESS RELATIONSHIPS

The
Company seeks to outperform its competition fairly and honesty. The Company
seeks competitive advantages through superior performance, not unethical or
illegal business practices. Each employee must endeavor to deal fairly with the
Companys customers, suppliers, competitors and employees and must not take
advantage of them through manipulation, concealment, abuse of privileged
information, misrepresentation of material facts, or any unfair-dealing
practice.

FAIR COMPETITION

Fair
competition laws, including the U.S. antitrust rules, limit what we can do
with another company and what we can do on our own. Generally, the laws are
designed to prohibit agreements or actions that reduce competition and harm
consumers. You may not enter into agreements or discussions with competitors
that have the effect of fixing or controlling prices, dividing and allocating
markets or territories, or boycotting suppliers or customers. U.S. and foreign
antitrust laws also apply to imports and exports. Nothing contained herein
shall prohibit the Company from entering a reasonable non-compete agreement
with an existing or former officer of the Company.

GIFTS, GRATUITIES, ENTERTAINMENT AND OTHER
CONSIDERATIONS

Use
of Company funds or other Company property for illegal, unethical or otherwise
improper purposes is prohibited. The purpose of business entertainment and
gifts in a commercial setting is to create goodwill and a sound working
relationship, not to gain personal advantage with customers or suppliers.

Loans

Employees
may not accept loans from any person or entities having or seeking business
with the Company, provided however that an Employee may obtain a loan in the
ordinary course of business from an institutional lender that may be doing
business with the Company. Designated Executives and directors may not receive
loans from the Company (except loans existing at the date of adoption of this
Code of Business Conduct), nor may the Company arrange for any loan.

Meals,
Entertainment, and Travel

Employees
may provide or accept meals and entertainment, including attendance at sporting
or cultural events, as long as it is associated with an occasion at which
business is discussed and is provided as a normal part of business. The value
of the activity must be reasonable and permissible under our expense account
procedures. Each employee should express care to insure that such activities
are necessary and that their value and frequency are not excessive under all
the applicable circumstances.

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Bribes and
Kickbacks

The
use of Company funds, facilities or property for any illegal or unethical
purpose is strictly prohibited.


Employees
 are not permitted to offer, give or cause others to give, any payments or
 anything of value for the purpose of influencing the recipients business
 judgment or conduct in dealing with the Company other than facilitating
 payments.
Employees
 may not solicit or accept a kickback or bribe, in any form, for any reason.POLITICAL CONTRIBUTIONS AND LOBBYING

No
political contributions are to be made using Company funds or assets to any
political party, political campaign, political candidate or public official in
the United States or any foreign country, unless the contribution is lawful and
expressly authorized [in writing]. In addition, you may not make a political contribution
on behalf of the Company, or with the appearance that such contribution is
being made on behalf of the Company, unless expressly authorized [in writing].
A contribution is any direct or indirect payment, distribution, loan,
advance, deposit, or gift of money, services or anything of value in connection
with an election or to an organization or group formed to support or defend a
referendum or ballot issue.

Employees
must obtain prior approval to hire outside counsel or a public affairs firm to
contact government officials on behalf of the Company regarding legislation,
regulatory policy, or rule making. This includes grassroots lobbying contacts.

ACCURACY OF REPORTS, RECORDS AND ACCOUNTS

Employees
are responsible for the accuracy of their own records, time sheets and reports.
Accurate information is essential to our ability to meet legal and regulatory
obligations and to compete effectively. Our records and books of account must
meet the highest standards and accurately reflect the true nature of the
transactions they record. Destruction of any records, books of account or other
documents except in accordance with our document retention policy is strictly
prohibited.

Employees
must not create false or misleading documents or accounting, financial or
electronic records for any purpose relating to the Company, and no one may
direct an employee to do so. For example, expense reports must accurately
document expenses actually incurred in accordance with our policies. Employees
must not obtain or create false invoices or other misleading documentation or
invent or use fictitious entities, sales, purchases, services, loans or other
financial arrangements for any purpose relating to the Company. Employees are
also responsible for accurately reporting time worked.

No
undisclosed or unrecorded account or fund may be established for any purpose.
No false or misleading entries may be made in the Companys books or records
for any reason. No

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disbursement
of corporate funds or other corporate property may be made without adequate
supporting documentation or for any purpose other than as described in the
documents. All employees must comply with generally accepted accounting
principles and the Companys internal controls at all times.

GOVERNMENT INVESTIGATIONS

It
is the policy of the Company to cooperate with all government investigations.
Employees must promptly notify counsel of any government investigation or
inquiries from government agencies concerning the Company. Employees may not
destroy any record, books of account, or other documents relating to the
Company except in accordance with the Companys document retention policy. If
an employee is aware of a government investigation or inquiry, he/she may not destroy
any record, books of account, or other documents relating to the Company unless
advised by the Compliance Officer or the officers designee, that he/she may
continue to follow the Companys normal document retention policy.

Employees
must not obstruct the collection of information, data or records relating to
the Company. The Company provides information to the government that it is
entitled to during an inspection, investigation, or request for information.
Employees must not lie to government investigators or making misleading
statements in any investigation relating to the Company. You must not attempt
to cause any employee to fail to provide accurate information to government
investigators.

INSIDER TRADING; COMMUNICATIONS WITH THIRD
PARTIES

Employees,
officers and directors who have access to the Companys confidential
information are not permitted to use or share that information for stock
trading purposes or for any other purpose except the conduct of our business.

Insider
Trading

Inside
information is material information about a publicly traded company that is not
known by the public. Information is deemed material if it could affect the
market price of a security or if a reasonable investor would attach importance
to the information in deciding whether to buy, sell or hold a security. Inside
information typically relates to financial conditions, such as progress toward
achieving revenue and earnings targets or projections of future earnings or
losses of the Company. Inside information also includes changes in strategy
regarding a proposed merger, acquisition or tender offer, new products or
services, contract awards and other similar information. Inside information is
not limited to information about the Company. It also includes material
non-public information about others, including the Companys customers,
suppliers, and competitors.

Insider
trading is prohibited by law. It occurs when an individual with material,
non-public information trades securities or communicates such information to
others who trade. The person who trades or tips information violates the law
if he or she has a duty or relationship of trust and confidence not to use the
information.

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Trading
or helping others trade while aware of inside information has serious legal
consequences, even if the Insider does not receive any personal financial
benefit. Insiders may also have an obligation to take appropriate steps to
prevent insider trading by others.

Confidential
Information

Employees
must maintain the confidentiality of information entrusted to them by the
Company or its customers, except when disclosure is authorized or legally
mandated. Confidential information includes all non-public information,
including information that might be of use to competitors or harmful to the
Company or its customers if disclosed.

COMPLIANCE AND
REPORTING

Compliance

Any
employee who violates the provisions of this Code will be subject to disciplinary
action, up to and including termination. Willful disregard of criminal statutes
underlying this Code may require the Company to refer such violation for
criminal prosecution or civil action.

Reporting
Procedures and Other Inquiries

Questions
regarding the policies in this Code may be directed to the Compliance Officer.
Any employee having knowledge of, or questions or concerns about, an actual or
possible violation of the provisions of this Code is encouraged to promptly
report the matter to his or her immediate supervisor or to the Compliance
Officer. The name and contact information for the Compliance Officer is set out
below

If
employees have concerns relating to our accounting, internal controls or
auditing matters, employees may also confidentially, and anonymously if
desired, submit the information in writing to the Companys Audit Committee of
the Directors at c/o Mr. Richard Brandt, Trans-Lux, 2209 Miguel Chavez Road,
Santa Fe, NM 87505, telephone number (505) 989-3322.

When
submitting concerns, employees are asked to provide as much detailed
information as possible. Providing detailed, rather than general, information
will assist us in effectively investigating complaints. This is particularly
important when employees submit a complaint on an anonymous basis, since we
will be unable to contact the employee with requests for additional information
or clarification.

We
are providing these anonymous reporting procedures so that employees may disclose
genuine concerns without feeling threatened. Employees who choose to identify
themselves when submitting a report may be contacted in order to gain
additional information.

All
conversations, calls and reports made under this policy in good faith will be
taken seriously.

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Policy
Prohibiting Unlawful Retaliation or Discrimination

Neither
the Company nor any of its employees may discharge, demote,
suspend, threaten, harass or in any manner discriminate against any employee in
the terms and conditions of employment based upon any lawful actions of such
employee who in good faith:


provides information or assists in an
 investigation relating regarding any conduct which the employee reasonably
 believes constitutes a violation of Fraud Laws (as defined below); or
files, testifies participates or otherwise
 assists in a proceeding that is filed or about to be filed (with any
 knowledge of the Company) relating to an alleged violation of a Fraud Law.This
policy applies in any instance where such information or assistance provided
to, or the investigation is conducted by, a federal regulatory or law
enforcement agency, any member or committee of Congress, or any person with
supervisory authority over the employee or the authority to investigate
misconduct relating to potential securities violations by the Company or its
employees. For purposes of this policy, a Fraud Law is a violation of federal
criminal law involving:


securities fraud, mail fraud, bank fraud or
 wire, radio or television fraud;
violations of SEC rules or regulations; or
violations of any federal law relating to
 fraud against shareholders.The
Compliance Officer

The
Compliance Officer is Steven Baruch, Executive Vice President of the Company.
He can be reached at 180 South Broadway, White Plains, New York 10605, (914)
948-1300. Notwithstanding the foregoing, the Compliance Officer with respect to
any matter involving Mr. Baruch shall be Robert Feder. He can be reached at
Cuddy & Feder, 445 Hamilton Avenue, White Plains, NY 10601, (914) 761-1300.

This
document is not an employment contract between the Company and its employees,
nor does it modify their employment relationship with the Company.

This
Code is intended to clarify an employees existing obligation for proper
conduct. The standards and the supporting policies and procedures may change
from time to time in the Companys discretion. Employees are responsible for
knowing and complying with the current laws, regulations, standards, policies
and procedures that apply to the Companys work.

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