**Exhibit 14.1**

 

**A.D.A.M., INC.**

 

**Code ofEthics for Senior Financial Officers**

 

This Code of Ethics for Senior Financial Officers(this “Code”) applies to the Chief Executive Officer and all senior financialofficers, including the Chief Financial Officer, Corporate Controller andsenior accounting personnel of the Company identified by the Chief FinancialOfficer (the “senior financial officers”). The Company’s senior financialofficers shall (absent a waiver from the audit committee of the Company’s boardof directors, after full disclosure), to the best of their knowledge andability, adhere to and advocate the following principles and responsibilitiesgoverning their professional and ethical conduct. The failure to adhere to thisCode will result in the disciplinary action deemed appropriate by appropriatesupervisory personnel or by the Company’s board of directors, which may includetermination of employment.

 

1. Senior financial officers shall act with honestyand integrity. Senior financial officers shall avoid all actual or apparentconflicts of interest between personal and professional relationships and shalldisclose to the audit committee of the board of directors any materialtransaction or relationship that reasonably could be expected to give rise tosuch conflict.

 

2. Senior financial officers shall endeavor toprovide information that is full, fair, accurate, timely, and understandable inall reports and documents that the Company files with, or submits to, theSecurities and Exchange Commission (the “SEC”) and other public filings orcommunications made by the Company.

 

3. Senior financial officers shall endeavor tofaithfully comply with all laws, rules and regulations of federal, state,and local governments, and all applicable private or public regulatoryagencies.

 

4. Senior financial officers shall act in goodfaith, responsibly, with due care, competence, and diligence. Senior financialofficers shall not knowingly or recklessly misrepresent material facts or allowtheir independent judgment to be subordinated.

 

5. Senior financial officers shall respect theconfidentiality of information acquired in the course of their employmentexcept when authorized or otherwise legally obligated to disclose suchinformation. Senior financial officers shall not use for personal advantageconfidential information acquired in the course of their employment.

 

6. Senior financial officers shall proactivelypromote ethical behavior among peers and subordinates in the work place.

 

7. Senior financial officers shall act responsiblyin their use of and control over the Company’s assets and resources.

 

8. Senior financial officers shall promptly reportto the audit committee any violation or suspected violation of this Code.

 

Each senior financial officer is expected to adhereat all time to this Code. Only the audit committee of the board of directorsshall have the authority to approve any deviation or waiver from this Code. Anywaiver and the reasons for it shall be promptly disclosed in a filing on Form 8-Kwith the SEC or, subject to satisfaction of any conditions established by theSEC, posted on the Company’s website.

 

ACKNOWLEDGED AND AGREED TO:

 

 
| /s/ Kevin S. Noland                                     |   |
|---------------------------------------------------------|--------|
| Kevin S. Noland, Chief Executive Officer  and President |

 
| /s/ Latonya Bryan Bent |   |
|------------------------|--------|
| VP of Finance          |

 

Date:                    March 30, 2006

 

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