Exhibit 14.0

                           Milestone Scientific, Inc.

                 CODE OF ETHICS FOR THE CHIEF EXECUTIVE OFFICER,
                 CHIEF FINANCIAL OFFICER, AND FINANCIAL MANAGERS

The Company's Chief Executive Officer (the "CEO"), Chief Financial Officer (the
"CFO"), and all financial managers of Milestone Scientific, Inc. (the "Company")
are bound by the provisions set forth herein relating to honest and ethical
conduct, including the handling of conflicts of interest and compliance with
applicable laws, rules and regulations:

      1.    The CEO, CFO, and financial managers are responsible for maintaining
            the Company's accounting records in accordance with all applicable
            laws, and ensure that the accounting records are proper, supported,
            classified, and do not contain any false or misleading entries.

      2.    The CEO, CFO, and financial managers are responsible for the
            Company's system of internal financial controls and shall promptly
            bring to the attention of the Chairman of the Audit Committee, any
            information he or she may have concerning:

            a)    significant deficiencies and material weaknesses in the design
                  or operation of internal control over financial reporting
                  which are reasonably likely to adversely affect the Company's
                  ability to record, process, summarize and report financial
                  data; and

            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
                  control over financial reporting.

      3.    The CEO, CFO and all financial managers are responsible for full,
            fair, accurate, timely and understandable disclosure in:

            a)    reports and documents that the Company files with or submits
                  to the SEC; and

            b)    the Company's other communications with the public, including
                  both written and oral disclosures, statements and
                  presentations.

      4.    The CEO, CFO and all financial managers are not permitted, directly
            or indirectly, to take any action to fraudulently influence, coerce,
            manipulate, or mislead any independent public or certified public
            accountant engaged in the performance of an audit or review of the
            financial statements of the Company that are required to be filed
            with the SEC if such person knew or was unreasonable in not knowing
            that such action could, if successful, result in rendering such
            financial statements materially misleading. For purposes of this
            Code of Ethics, actions that "could, if successful, result in
            rendering such financial statements materially misleading" include,
            but are not limited to, actions taken at any time with respect to
            the professional engagement period to fraudulently influence,
            coerce, manipulate, or mislead an auditor:

            a)    to issue a report on the Company's financial statements that
                  is not warranted in the circumstances (due to material
                  violations of generally accepted accounting principles,
                  generally accepted auditing standards, or other applicable
                  standards);

            b)    not to perform audit, review or other procedures required by
                  generally accepted auditing standards or other applicable
                  professional standards;

            c)    not to withdraw an issued report; or


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            d)    not to communicate matters to the Audit Committee.

      5.    The CEO, CFO and each financial manager shall promptly bring to the
            attention of the Chairman of the Audit Committee any information he
            or she may have concerning:

            a)    evidence of a material violation of the securities or other
                  laws, rules or regulations applicable to the Company or its
                  employees or agents, or

            b)    any violation of this Code of Ethics.

      6.    The CEO, CFO, and financial managers shall not, during the term of
            their employment with the Company, compete with the Company and may
            never let business dealings on behalf of the Company be influenced,
            or even appear to be influenced, by personal or family interests.
            The CEO, CFO and financial managers shall promptly bring to the
            attention of the Chairman of the Audit Committee any information he
            or she may have concerning 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.

      7.    The Company is committed to complying with both the letter and the
            spirit of all applicable laws, rules and regulations. The Company
            intends to prevent the occurrence of conduct not in compliance with
            this Code of Ethics and to halt any such conduct that may occur as
            soon as reasonably possible after its discovery. Allegations of
            non-compliance will be investigated whenever necessary and evaluated
            at the proper level(s). Those found to be in violation of this Code
            of Ethics, including failures to report potential violations by
            others, are subject to appropriate disciplinary action, up to and
            including termination of employment. Criminal misconduct may be
            referred to the appropriate legal authorities for prosecution.

      8.    The Company will strive to keep confidential the identity of anyone
            reporting a possible violation. To facilitate the fullest compliance
            possible, and encourage employees to ask questions when presented
            with potential violations, the Company will not tolerate retaliation
            against any employee asking questions or making a good faith report
            in an attempt to comply with this code. Open communication of issues
            and concerns by all employees without fear of retribution or
            retaliation is vital to the successful implementation of this Code.
            All employees are required to cooperate with internal investigation
            of misconduct and unethical behavior.

      9.    Any waiver of this Code of Ethics may be made only by the Audit
            Committee and will be promptly disclosed as required pursuant to
            federal securities laws, regulations and applicable listing
            standards.


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