Exhibit 11.1 THE CODE OF ETHICS FOR DIRECTORS AND EXECUTIVE OFFICERS
OF
FORUM ENERGY CORPORATION Article 1.
(Objective) This
Code seeks to ensure honest and ethical conduct by all directors and executive
officers (the Officers) of Forum Energy Corporation (the Company), as well
as their compliance with applicable laws, governmental rules and regulations. Article 2.
(Disclosure of this Code of Ethics) This
Code shall be appropriately disclosed in accordance with applicable laws,
governmental rules and regulations. Article 3.
(Honest and Ethical Conduct) 1.          Each
Officer shall act honestly and ethically in the course of any business activity
of the Company. 2.          No
Officer shall engage in or otherwise enter into any act or transaction that
gives rise to an actual or apparent conflict of interest between such Officer
and the Company without first reporting such matter to, and obtaining prior
approval from, the Board of Directors in accordance with the applicable
provisions of the Companys internal regulations. Such Officer may not
participate in the determination of the Board of Directors resolution in
connection with the granting of such approval. A conflict of interest may exist
when an Officer (1) has committed an act or holds an interest that prevents such
Officer from performing his or her duties objectively and effectively at and
for the Company, (2) obtains, or when his or her family member obtains, any
unauthorized personal gains by leveraging his or her position with the Company,
or (3) discloses to third parties or uses to induce third parties for personal
gain any confidential information acquired during the course of his or her work
at the Company. Article 4.
(Ensuring Fairness and Accuracy of Financial Disclosure; Appropriate
Disclosure) 1.          The
Officers shall be responsible for ensuring full, fair, accurate, timely and
comprehensible disclosure in documents submitted to applicable governmental
authorities and other information made public by the Company with respect to
the Companys financial position and financial statements. 2.          The
Officers shall be responsible for establishing and maintaining disclosure
controls and internal controls for documents and information specified in the
previous paragraph. 3.          In
connection with the preparation of the Companys financial statements, an
Officer shall not act in a way that may cause a material misunderstanding to or
otherwise materially mislead any employee or independent public accountant
involved in the preparation of such financial statements. 85  Article 5.
(Compliance with Laws and Regulations)

The
Officers shall comply with all applicable laws, governmental rules and
regulations, including those related to the prohibition of insider trading, in
each of the countries and regions in which the Company operates.
Article 6.
(Reporting of Unlawful Acts and Unethical Conduct)
Each
Officer shall promptly report any known or suspected violation of this Code to
the Board of Directors, Disclosure Committee or other responsible division or
person appointed by these committees.
Article 7.
(Accountability for Adherence to the Code)
1.          Each
Officer fully understands that legal compliance and ethical conduct form the
basis for all corporate activities, and is obligated to comply with this Code.
2.          The
Company shall take appropriate disciplinary action in accordance with
applicable laws and internal regulations of the Company against any Officer who
acts in violation of the Code.
3.          The
Officers who are subject to disciplinary action pursuant to the previous
paragraph may not participate in any meeting in connection with such
disciplinary action by the Board of Directors, Disclosure Committee, or other
investigative committees appointed thereby.

Article 8.
(Exemption)
An
exemption from the Code shall only be granted pursuant to a resolution of the
Board of Directors, and any such exemption shall be appropriately disclosed in
accordance with applicable laws, governmental rules and regulations.
Article 9.
(Amendment)
1.          Any
amendment of this Code shall only be effected by a resolution of the Board of
Directors.
Adopted
and Made effective as of 30th June, 2004.
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