EXHIBIT 14

                                 CODE OF ETHICS



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                                 CODE OF ETHICS

         The Chief Executive Officer, Chief Operating Officer, Principal
Financial Officer, Principal Accounting Officer and Controller (together, the
"Officers") of Total Luxury Group, Inc. (the "Company"), have an obligation to
the Company, its stockholders and the public investor community to maintain the
highest standards of honest and ethical conduct. In recognition of this
obligation, the Officers have adopted the following standards of ethical
conduct. Adherence to these standards is integral to achieving the objectives of
the Company and its stockholders. None of the Officers shall commit acts
contrary to these standards nor shall they condone the commission of such acts
by advisors, agents or others engaged by the Company.

                                   Competence

The Officers have a responsibility to:

      o  Maintain an appropriate level of professional competence by continuing
         development of their knowledge and skills.

      o  Perform their professional duties in accordance with relevant laws,
         regulations, and technical standards.

      o  Prepare full, fair, accurate, timely and understandable financial
         statements, reports and recommendations after appropriate analyses of
         relevant and reliable information.

                                 Confidentiality

The Officers have a responsibility to protect the Company by:

      o  Refraining from disclosing to others confidential information acquired
         in the course of their work except when authorized to do so.

      o  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.

                                    Legality

The Officers have a responsibility to:

      o  Comply with rules and regulations of federal, state and local
         governments, and appropriate private and public regulatory agencies or
         organizations.

      o  Act in good faith, responsibly, without misrepresenting material facts
         or allowing their independent judgment to be compromised.

      o  Avoid actual or apparent conflicts of interest between personal and
         Company-related relationships and advise the Audit Committee of any
         prospective or existing potential conflict.

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      o  Refrain from engaging in any activity that would prejudice their
         ability to carry out their duties ethically.

      o  Refuse any gift, favor, or hospitality that would influence or would
         appear to influence their actions.

      o  Refrain from engaging in or supporting any activity that would
         discredit the Company.

      o  In any dealings with a government official, supplier, or other person
         or entity, the Officers shall not request, accept, or offer to give any
         significant thing of value, the purpose or result of which could be to
         influence the bona fide business relations between the Company and such
         persons or entities.

                        Integrity of Financial Statements

The Officers shall assure that:

      o  No funds or assets of the Company shall be used for any purpose that
         would be in violation of any applicable law or regulation.

      o  No contributions shall be made by or on behalf of the Company to any
         political candidate, party, or campaign either within or without the
         United States.

      o  No fund or asset of the Company shall be established or maintained that
         is not reflected on the books and records of the Company.

      o  No false, artificial, or misleading entries in the books and records of
         the Company shall be made.

      o  No transaction shall be effected and no payment shall be made by or on
         behalf of the Company with the intention or understanding that the
         transaction or payment is other than as described in the documentation
         evidencing the transaction or supporting the payment.

                              Prohibition of Loans

      o  No Officer shall request or accept a loan or advance from the Company.

The Officers of the Company shall be responsible for the enforcement of the
policies set forth in this Code of Ethics. Should any information or knowledge
regarding any transaction or activity prohibited by this Code of Ethics come to
the attention of an Officer, it shall promptly be reported to the Audit
Committee of the Company. The Officers will be required on an annual basis to
certify their compliance with this Code of Ethics.