Exhibit 14

                         COMMAND SECURITY CORPORATION

                                CODE OF ETHICS

This Code of Ethics (the "Code of Ethics") has been unanimously adopted by
the Board of Directors of Command Security Corporation (the "Company") and is
intended to apply to the Company's Chief Executive Officer ("CEO"), Chief
Financial Officer ("CFO") and senior financial and senior management staff
("Employee" or "Employees").


I. PURPOSE OF CODE OF ETHICS

The purpose of this Code of Ethics is to promote the honest and ethical
conduct of the Employees including: (i) the ethical handling of actual or
apparent conflicts of interest between personal and professional
relationships; (ii) full, fair, accurate, timely and understandable
disclosure in periodic reports required to be filed by the Company; (iii)
compliance with all applicable governmental rules and regulations; (iv)
prompt internal reporting of violations of this Code of Ethics; and, (v)
accountability for adherence to this Code of Ethics.


II. CONFLICT OF INTEREST; CORPORATE OPPORTUNITY

No Employee shall, directly or indirectly, engage or participate in, or
authorize, any transactions or arrangements involving, or raising questions
of, possible conflict, whether ethical or legal, between the interests of the
Company and the personal interests of the Employee or his or her family. No
Employee shall take for himself or herself personally any opportunity that
arises through the use of corporate property, information or position or
shall use corporate property, information or position for personal gain.

No Employee or any member of his or her family shall, directly or indirectly,
acquire or hold any beneficial interest of any kind in any firm or entity
that does, or in the past twelve months did, business with the Company as
either a customer or supplier, or in any firm or entity which is currently or
prospectively competing in any manner with the Company. This prohibition
shall not apply to the acquisition or holding of any security through a
mutual fund or of any interest not in excess of 1% of any class of securities
listed on a national securities exchange or traded in an established
over-the-counter securities market. Activities and holdings that have the
appearance of impropriety are also to be avoided.

For purposes of this policy, a member of an Employee's family shall include a
spouse, parents, step-parents, in-laws, siblings, children, step-children and
any other person residing in the Employee's residence. No Employee or any
member of his or her family shall, directly or indirectly, seek, accept or
retain gifts or other personal or business favors from any vendor, supplier
or customer of the Company or from any individual or organization seeking to
do business with the Company. A personal benefit means any type of gift,
gratuity, use of facilities, favor, entertainment, service, loan, fee or
compensation or anything of monetary value. Specific exceptions to this
prohibition will be made if there is no reasonable likelihood of improper
influence in the performance of duties on the part of the Employee on behalf
of the Company and if the personal benefit falls into one of the following
categories:

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(i) Normal business courtesies, such as meals, involving no more than
ordinary amenities;

(ii) Paid trips or guest accommodations in connection with proper Company
business and with the prior approval of the President;

(iii) Fees or other compensation received from any organization in which
membership or an official position is held and only if approved by the
President;

(iv) Loans from financial institutions made in the ordinary course of their
business on customary terms and at prevailing rates; or

(v) Gifts of nominal value (less than $200) during the holiday season.

No Employee or any member of his or her family may compete with the Company.
No Employee or any member of his or her family may serve as a director,
officer, executive-level employee or consultant of a competitor, vendor,
supplier or other business partner of the Company without the prior written
approval of the President.

No Employee or any member of his or her family who directly or indirectly
owns a financial interest in, or has an obligation to, a competitor,
supplier, customer or other business partner of the Company, which interest
or obligation is significant to such Employee or family member, may conduct
business with such entity or person without the prior written approval of the
President.

No Employee or any member of his or her family may act as a broker, finder or
other intermediary for his or her benefit or for the benefit of any third
party in a transaction involving the Company without the prior written
approval of the President.

Gifts or entertainment that have an aggregate value in any year in excess of
$500 are generally considered to be excessive and shall not be accepted by
the Employee. This prohibition also applies to common courtesies and
hospitalities if their scale or nature would in any way appear to affect the
impartiality of the Employee or imply a conflict of interest. However, this
prohibition is not meant to preclude an Employee's acceptance of business
entertainment that is not intended to influence loyalty of the Employee to
the Company and that is reasonable in nature, frequency and cost. Examples of
the foregoing include lunch, dinner or occasional athletic, social or
cultural events, or participation in corporate promotional events.

An Employee should make every effort to refuse to accept, or shall return to
the donor, any gift or gifts from a supplier, customer or other business
partner exceeding $200 in value. If the Employee determines that the donor
would be insulted or embarrassed if the gift is refused or returned, a
conflict can nevertheless be avoided by promptly reporting the gift to the
Employee's superior and arranging for the gift or a check payable for the
fair value of the gift to be donated to a charitable organization in the
taxable year of the gift.

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It is imperative that Employees avoid any investment, interest or association
that interferes, might interfere, or might be thought to interfere, with
their independent exercise of judgment in the Company's best interest.


III. PROPER ACCOUNTING AND FINANCIAL INTEGRITY; ACCURATE PERIODIC REPORTS

The Company's books, records and accounts must reflect, accurately and fairly
and within the Company's regular system of accountability, all of the
Company's transactions and the acquisition and disposition of its assets. All
transactions shall be accurately recorded to permit the preparation of
financial statements in conformity with generally accepted accounting
principles consistently applied and other applicable rules, regulations and
criteria, and to insure full accountability for all assets and activities of
the Company. Under no circumstances shall there be any unrecorded funds or
assets of the Company, regardless of the purposes for which such fund or
asset may have been intended, or any improper or inaccurate entry, knowingly
made on the books and records of the Company. No payment on behalf of the
Company shall be approved or made with the intention or understanding that
any part of such payment is to be used for a purpose other than that
described by the documents supporting the payment.

Full, fair, accurate, timely and understandable disclosure in the Company's
periodic reports filed with the SEC is essential. Employees and consultants
to the Company must exercise the highest standard of care in preparing such
reports in accordance with the Company's Disclosure Controls and Procedures
and the guidelines set forth below, including, without limitation, the
following:

(i) All Company accounting records, as well as reports produced from those
records, must be kept and presented in accordance with the laws of each
applicable jurisdiction.

(ii) All records must fairly and accurately reflect the transactions or
occurrences to which they relate.

(iii) All records must fairly and accurately reflect in reasonable detail the
Company's assets, liabilities, revenues and expenses.

(iv) The Company's accounting records must not contain any intentionally
false or intentionally misleading entries.

(v) No transaction may be intentionally misclassified as to accounts,
departments or accounting periods.

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(vi) All transactions must be supported by accurate documentation in
reasonable detail and recorded in the proper account and in the proper
accounting period.

(vii) No information may be concealed from or intentionally misrepresented to
the Company's internal financial personnel, independent auditors and
consultants, Audit Committee or Board of Directors.

(viii) Compliance with Generally Accepted Accounting Principles and the
Company's system of internal accounting controls is required at all times.


IV. COMPLIANCE WITH LAWS, RULES AND REGULATIONS

Recognition of the public interest must be a permanent commitment of the
Company in the conduct of its affairs. The activities of the Company's
personnel and those acting on its behalf must always be in full compliance
with both the letter and spirit of all laws, rules and regulations applicable
to our business. Furthermore, no Employee should assist any third party in
violating any applicable law, rule or regulation. This principle applies
whether or not such assistance is, itself, unlawful. Employees must respect
and obey the laws of the cities, states and countries in which the Company
operates and avoid even the appearance of impropriety. When there is a doubt
as to the lawfulness of any proposed activity, advice must be sought from the
Company's General Counsel.

Violation of applicable laws, rules or regulations may subject the Company,
as well as any Employees involved, to severe adverse consequences, including
imposition of injunctions, monetary damages, fines and criminal penalties,
including imprisonment. In addition, actual or apparent violations of
applicable laws, rules and regulations by the Company or its Employees can
undermine the confidence of the Company's customers, investors, creditors and
bankers, as well as that of the general public. Employees who fail to comply
with this Code of Ethics and applicable laws will be subject to disciplinary
measures up to and including termination of employment from the Company.


V. INTERNAL COMMUNICATION AND ENFORCEMENT OF POLICY

Communication of the policies contained in this Code of Ethics will be made
to the CEO, CFO, senior financial and senior management staff and any
employees the Board of Directors feel appropriate.

It is important that each Employee comply with both the letter and the spirit
of these policies. If you believe that one of the Company's employees is
acting in a manner that is not in compliance with this policy, or that you
have been requested to so act in such a manner, you should immediately bring
this matter to the attention of the President or Chairman of the Audit
Committee of the Board of Directors. In order to encourage uninhibited
communication of such matters, such communications will be treated
confidentially to the fullest extent possible and no disciplinary or other
retaliatory action will be taken against an Employee who communicates such
matters.

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VI. EFFECTS OF FAILURE TO COMPLY

Any questions regarding this Code of Ethics or its application should be
discussed with the President or Chairman of the Audit Committee of the Board
of Directors.

Conduct violative of this Code of Ethics is expressly outside any Employee's
scope of employment. Any Employee whose conduct violates this Code of Ethics
will be subject to disciplinary action by the Company, including, in the
Company's discretion, discharge and/or forfeiture of any benefits or rights
(including contractual rights) which, under applicable law, are forfeitable
upon discharge for cause, and to the enforcement of such other remedies as
the Company may have under applicable law.


VII. AMENDMENTS TO AND WAIVERS OF THE CODE OF ETHICS

Any amendment to or waiver of this Code of Ethics should be made only by the
Board of Directors and will be promptly disclosed as required by applicable
law or regulation.