Exhibit 14
 DIAMOND MANAGEMENT & TECHNOLOGY CONSULTANTS, INC.
CORPORATE GOVERNANCE  CODE OF BUSINESS
CONDUCT AND ETHICS
 Introduction
   1.
    
    Compliance with Laws, Rules and RegulationsObeying the law, both in letter and in spirit, is the foundation on which Diamonds ethical
standards are built. All Covered Persons must respect and obey the laws of the United
States and all states, cities and countries in which we operate. Although not all Covered
Persons are expected to know the details of these laws, it is important to know enough to
determine when to seek advice from supervisors, managers or other appropriate personnel.2.
    
    Conflicts of InterestCovered Persons must avoid conflicts of interest, both real and perceived. Covered Persons
must recognize that even the appearance of impropriety can be
very damaging to the Companys reputation and, therefore, must abide by the Companys
Conflict of Interest policy.A conflict of interest exists when a Covered Persons private interest conflicts in any
way with the interests of the Company. A conflict situation can arise when a Covered




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Person
takes actions or has interests that may make it difficult to perform his or her Company
work objectively and effectively. Conflicts of interest also may arise when a Covered
Person, or members of his or her family, receives improper personal benefits as a result of
his or her position with the Company. Loans to, or guarantees of obligations of, Covered
Persons and their family members may create conflicts of interest.
   3.
    
    Insider TradingIn the course of business activities, a Covered Person may become aware of nonpublic
information regarding the business or operation of the Company or its clients. All
non-public information about Diamond or its clients should be considered confidential
information. Covered Persons who have access to 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. To use non-public information for personal financial benefit
or to tip others who might make an investment decision on the basis of this information
is not only unethical but also illegal. If you have any questions, please consult the
Companys General Counsel.4.
    
    Corporate OpportunitiesCovered Persons are prohibited from taking for themselves personally opportunities that are
discovered through the use of corporate property, information or position without the
consent of the Board of Directors. No Covered Person may use corporate property,
information or position for improper personal gain, and no Covered Person may compete with
Diamond directly or indirectly. Covered Persons owe a duty to the Company to advance the
Companys legitimate interests when the opportunity to do so arises.




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5.
    
    Competition and Fair Dealing; GiftsWe seek to outperform our competition fairly and honestly. We seek competitive advantages
through superior performance, never through unethical or illegal business practices.
Stealing proprietary information, possessing trade secret information that was obtained
without the owners consent and subsequently misused in any manner, or inducing such
disclosures from past or present employees of other companies is prohibited and may subject
you to criminal charges and/or civil liabilities. Each Covered Person should endeavor to
respect the rights of and deal fairly with Diamonds clients, vendors, competitors and
employees. No Covered Person should take unfair advantage of anyone through manipulation,
concealment, abuse of privileged information, misrepresentation of material facts or any
other intentional unfair-dealing practice.The purpose of business entertainment and gifts in a commercial setting is to create
goodwill and sound working relationships, not to gain unfair advantage with clients or
others. The direct or indirect solicitation or acceptance of any gift or personal benefit,
other than the Permissible Gift exceptions noted below, from a past, present or prospective
client, vendor, competitor or employee of the Company which creates or gives the appearance
of a reward or obligation relating to any aspect of Company business is prohibited. No
gift, entertainment, or other thing of value should be offered, given or provided by any
Covered Person or any family member or agent of any Covered Person to any past, present or
prospective client, vendor or competitor of the Company, unless the gift, entertainment or
thing of value is a Permissible Gift as defined below. Likewise, no gift, entertainment or
other thing of value should ever be accepted by any Covered Person or any family member or
agent of any Covered Person from any past, present or prospective client, vendor or
competitor of the Company, unless the gift, entertainment or other thing of value is a
Permissible Gift as defined below.A Permissible Gift is defined as follows: (1) it is not a cash gift; (2) it is consistent
with customary business practices; (3) it is not excessive in value; (4) it is not, and
cannot be construed as a bribe or payoff; (5) it is not made to improperly influence any
government official or authority, or any Covered Person of the
Company or any employee of any past, present or prospective client, vendor or competitor of
the Company, in the performance of their duties and obligations to their employer; and (6)
it does not violate any laws or regulations. If you are not certain if a gift,
entertainment or other thing of value is permissible, please discuss with the Companys
Chief People Officer or its General Counsel.6.
    
    Discrimination and HarassmentThe diversity of Diamonds employees is a tremendous asset. We are firmly committed to
providing equal opportunity in all aspects of employment and will not tolerate any illegal
discrimination or harassment of any kind. Each employee must respect the rights of his or
her fellow employees to fair treatment and equal opportunity, free from prohibited
discrimination or unlawful harassment. Participation in an exclusionary event while on
Company business, such as attending adult-entertainment establishments, is prohibited.
Other examples of prohibited conduct include, but are not limited to, derogatory comments
based on ones religion, gender, sexual orientation, racial or ethnic




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characteristics.
Sexual harassment in particular may include unwelcome sexual advances, request for sexual
favors, and other verbal, or physical conduct of a sexual nature; unwelcome sexual
flirtations, advances or propositions; verbal abuse of a sexual nature; subtle pressures
for sexual activities; unnecessary touching of an individual; graphic or verbal
commentaries about an individuals body or sexual orientation; sexually degrading words to
describe an individual; a display in the workplace of sexually suggestive objects or
pictures; sexually explicit or offensive jokes; or physical assault.
 7.
    
    Health and SafetyDiamond strives to provide each employee with a drug free, safe and healthful work
environment. Each employee has responsibility for maintaining a safe and healthy workplace
for all employees by following safety and health rules and practices and reporting
accidents, injuries and unsafe equipment, practices or conditions.Diamond will not tolerate violence of any kind in the workplace. Violence and threatening
behavior are not permitted. Employees should report to work prepared and able to perform
their duties, free from the influence of alcohol or illegal drugs. The use of illegal drugs
in the workplace will not be tolerated. For additional information, please see Diamonds
Drug-Free workplace policy.8.
    
    Record-KeepingDiamond requires honest and accurate recording and reporting of information in order to
make responsible business decisions. Our employees use the Companys time and expense
reporting system to record their business time and reimbursable business expenses. These
must be documented and recorded accurately.
Misrepresenting facts or falsifying records is strictly prohibited. If you are not sure
whether a certain expense is proper and reimbursable, ask your supervisor or partner. Rules
and guidelines are available from the Accounting Department.All of Diamonds books, records, accounts and financial statements must be maintained in
reasonable detail, must appropriately reflect the Companys transactions and must conform
both to applicable legal requirements and to the Companys system of internal controls. It
is against Company policy to have unrecorded or off the books funds or assets. Business
records and communications often become public, and employees should avoid exaggeration,
derogatory remarks, guesswork, or inappropriate characterizations of people and companies
that may be misunderstood. This applies equally to e-mail, internal memos and formal
reports. Records should always be retained or destroyed according to the Companys record
retention policies. In accordance with those policies, in the event you become aware of
litigation or governmental investigation or believe the same is reasonably likely to occur,
please consult the Companys General Counsel.9.
    
    Confidential InformationAll Covered Persons are required to maintain the strict confidentiality of all
confidential, proprietary or trade secret information entrusted to them by Diamond or its
clients, except when disclosure is authorized by the General Counsel or required by law or
regulation.




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Each Covered Person will take all necessary precautions against disclosure of
confidential information and will not use or attempt to use confidential information in any
manner that may cause or be calculated to cause injury or loss directly or indirectly to
the Company or its clients. Confidential information includes all non-public information,
whether written, electronic or verbal, that might be of use to competitors, or harmful to
the Company or its clients, if disclosed. It also includes information that vendors and
clients have entrusted to us. The obligation to preserve confidential information continues
even after a project or your relationship with Diamond ends. Upon termination of a Covered
Persons relationship with the Company, such Covered Person will deliver to the Company all
confidential information and other materials then in his or her possession including
without limitation computer programs, files, notes, records, memoranda, reports, lists,
drawings, sketches, specifications, data, charts and all other documents, materials and
things, whether or not containing confidential information, provided to or prepared by such
Covered Person in connection with his or her relationship with the Company. You also
should reference your Employment Agreement or other applicable agreement for your further
obligations regarding confidentiality.
 10.
    
    Protection and Proper Use of Company AssetsProper use of Company property (including, but not limited to, electronic communication
systems, information resources, material, facilities and
equipment) is everyones responsibility. All Covered Persons should endeavor to protect
Diamonds assets and ensure their efficient use, guarding against waste and abuse. Theft,
carelessness and waste have a direct impact on the Companys profitability. Any suspected
incident of fraud or theft should be immediately reported to the Companys General Counsel
for investigation. Diamond equipment and resources should not be used for non-company
business other than incidental personal use that does not interfere with Diamonds business
activity or productivity and does not consume more than a de minimis amount of resources.
All employees are responsible for complying with the requirements of software copyright
licenses related to software packages used in fulfilling job requirements.The obligation of Covered Persons to protect the Companys assets includes its proprietary
information. Proprietary information includes intellectual property such as trade secrets,
patents, trademarks and copyrights, as well as business, marketing and service plans,
engineering and all proprietary ideas, methods, designs, databases, records, salary
information and any unpublished financial data and reports. Unauthorized use or
distribution of this information would violate Diamond policy. It also may be illegal and
may result in civil or even criminal penalties. You should keep proprietary documents
protected and secure. Please reference your Employment Agreement or other applicable
agreement for your further obligations regarding protection and proper use of all Company
assets.11.
    
    Payments to Government PersonnelThe Company is committed to conducting its activities free from unfair influence of bribery
and to fostering anti-corruption awareness among its employees and business relations
throughout the world. The Foreign Corrupt Practices Act is a United States law




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that
prohibits giving anything of value, directly or indirectly, to officials of foreign
governments or foreign political candidates in order to obtain or retain business. It is
strictly prohibited to make illegal payments to government officials of any country.
  12.
    
    Waivers of the Code of Business Conduct and EthicsAny waiver of this Code for executive officers or directors may be made only by the Board
of Directors or a Board committee and will be promptly disclosed as required by law or
stock exchange regulation.13.
    
    Reporting any Illegal or Unethical BehaviorCovered Persons are encouraged to talk to supervisors, partners or the Companys General
Counsel or its Chief People Officer about observed illegal or unethical behavior or when in
doubt about the best course of action in a particular situation. It is the policy of the
Company not to allow retaliation for reports of misconduct by others made in good faith.
Covered Persons are expected to cooperate in internal investigations of misconduct. In
addition, if you are personally convicted of violating any criminal statute in any
jurisdiction (other than minor traffic violations), you must notify the Companys General
Counsel or its Chief People Officer no later than two business days after your conviction.
You may be subject to disciplinary action including termination, depending on your
conviction (or for failure to report such conviction).14.
    
    Reporting Threatened or Pending Litigation, Claims or DisputesWhen a Covered Person becomes aware of any threatened or pending litigation, claim or
dispute involving Diamond or any of its subsidiaries, the Covered Person should contact the
Companys General Counsel. Examples of reportable litigation, claims or disputes include,
but are not limited to, the following: (1) a threatened or pending lawsuit to which Diamond
or one of its subsidiaries is a named party; (2) a client complaint or dispute involving
potential liability to Diamond or one of its subsidiaries which is determined by a
supervisor or partner to be material; or (3) a dispute, complaint or threatened litigation
by a party in which Diamond or any of its subsidiaries would be an adverse party. When
reporting the claim or dispute, you should report all known information to allow for a
thorough assessment and proper reporting of the claim or dispute to corporate management.




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15.
    
    Compliance ProceduresWe all must work to ensure prompt and consistent action against violations of this Code.
However, in some situations it is difficult to know right from wrong. Since we cannot
anticipate every situation that will arise, it is important that we have a way to approach
a new question or problem. These are the steps to keep in mind:
 
    
    Make sure you have all the facts. In order to reach the right solutions, we must be
as fully informed as possible.
    
    Ask yourself: What specifically am I being asked to do?Does it seem unethical or
improper? This will enable you to focus on the specific question you are faced with,
and the alternatives you have. Use your judgment and common sense; if something seems
unethical or improper, it probably is.
    
    Clarify your responsibility and role. In most situations, there is shared
responsibility. Are your colleagues informed? It may help to get others involved and
discuss the problem.
    
    Discuss the problem with your supervisor or partner. This is the basic guidance
for all situations. In many cases, your supervisor or partner will be more
knowledgeable about the question and will appreciate being brought into the
decision-making process. Remember that it is your supervisors or partners
responsibility to help solve problems.
    
    Seek help from Company resources. In the rare case where it may not be appropriate
to discuss an issue with your supervisor or partner, or where you do not feel
comfortable approaching your supervisor or partner with your question, discuss it with
the Companys Chief People Officer or its General Counsel.
    
    You may report ethical violations in confidence and without fear of retaliation.
If your situation requires that your identity be kept secret, your anonymity will be
protected. Diamond does not permit retaliation of any kind for good faith reports of
ethical violations. In addition, Diamond maintains a Whistleblower Hotline (detailed
on the Companys intranet), which provides for anonymous reporting of behaviors that
contravene the Companys Code of Conduct, its other policies or applicable laws and
regulations.
    
    Always ask first, act later: If you are unsure of what to do in any situation,
seek guidance before you act.




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DIAMOND MANAGEMENT & TECHNOLOGY CONSULTANTS, INC.
SUPPLEMENTAL CODE OF ETHICS FOR CEO AND SENIOR
FINANCIAL OFFICERS
  1.
    
    The CEO and all senior financial officers are responsible for
full, fair, accurate, timely and understandable disclosure in the periodic
reports required to be filed by the Company with the SEC. Accordingly, it
is the responsibility of the CEO and each senior financial officer promptly
to bring to the attention of the Disclosure Committee any material
information of which he or she may become aware that affects the
disclosures made by the Company in its public filings or otherwise assist
the Disclosure Committee in fulfilling its responsibilities as specified in
the Companys Internal Financial and Disclosure Controls and Procedures
Policy.2.
    
    The CEO and each senior financial officer shall promptly bring
to the attention of the Disclosure Committee and the Audit Committee any
information he or she may have concerning (a) significant deficiencies in
the design or operation of internal controls which could adversely affect
the Companys ability to record, process, summarize and report financial
data or (b) any fraud, whether or not material, that involves management or
other employees who have a significant role in the Companys financial
reporting, disclosures or internal controls.3.
    
    The CEO and each senior financial officer shall promptly bring
to the attention of the General Counsel or the CEO and to the Audit
Committee any information he or she may have concerning any violation of
the Companys Code of Business Conduct and Ethics, including any actual or
apparent conflicts of interest between personal and professional
relationships, involving any management or other employees who have a
significant role in the Companys financial reporting, disclosures or
internal controls.
 4.
    
    The CEO and each senior financial officer shall promptly bring
to the attention of the General Counsel or the CEO and to the Audit
Committee any information he or she may have concerning evidence of a
material violation of the securities or other laws, rules or regulations
applicable to the Company and the operation of its business, by the Company
or any




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agent
thereof, or of violation of the Code of Business Conduct and Ethics or
of these additional procedures.
 5.
    
    The Board of Directors shall determine, or designate appropriate
persons to determine, appropriate actions to be taken in the event of
violations of the Code of Business Conduct and Ethics or of these
additional procedures by the CEO and the Companys senior financial
officers. Such actions shall be reasonably designed to deter wrongdoing
and to promote accountability for adherence to the Code of Business Conduct
and Ethics and to these additional procedures, and shall include written
notices to the individual involved that the Board has determined that there
has been a violation, censure by the Board, demotion or re-assignment of
the individual involved, suspension with or without pay or benefits (as
determined by the Board) and termination of the individuals employment.
In determining what action is appropriate in a particular case, the Board
of Directors or such designee shall take into account all relevant
information, including the nature and severity of the violation, whether
the violation was a single occurrence or repeated occurrences, whether the
violation appears to have been intentional or inadvertent, whether the
individual in question had been advised prior to the violation as to the
proper course of action and whether or not the individual in question had
committed other violations in the past.