EXHIBIT 14

                                 TIMELINE, INC.

                       CODE OF ETHICS AND BUSINESS CONDUCT

                  For Senior Executives and Financial Officers

        Timeline, its Senior Executives and Financial Officers are committed to
a high standard of ethical behavior. All business decisions are guided by and
based on the values of integrity and honesty. This code of ethics and business
conduct embodies rules regarding individual and peer responsibilities, as well
as responsibilities to other employees, the public and other shareholders.
Timeline's Senior Executives and Financial Officers are expected to abide by
this Code as well as other policies or guidelines Timeline adopts. Violations of
this Code may result in disciplinary action, up to and including immediate
termination.

        All Senior Executives and Financial Officers will:

        .       Act with honesty and integrity, avoiding actual or apparent
                conflicts of interest in personal and professional
                relationships.

        .       Provide information that is accurate, complete, objective,
                relevant, timely and understandable to ensure full, fair,
                accurate, timely and understandable disclosure in all reports
                and other documents that Timeline files with, or submits to, the
                SEC, other government agencies, any stock exchanges and in other
                public communications.

        .       Promptly bring to the attention of the Audit Committee any
                material information of which he or she may become aware
                concerning (a) any inaccuracies, inconsistencies or material
                omissions in the Company's disclosures in its public filings or
                other public communications, (b) 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 (c) 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.

        .       Comply with rules and regulations of federal, state, provincial
                and local governments, and other appropriate private and public
                regulatory agencies.

        .       Act in good faith, responsibly, with due care, competence and
                diligence, without misrepresenting material facts or allowing
                one's independent judgment to be subordinated.

        .       Respect the confidentiality of information acquired in the
                course of one's work except when authorized or otherwise legally
                obligated to disclose.

        .       Not use for personal advantage any confidential information
                acquired in the course of one's work.

        .       Share knowledge and maintain skills important and relevant to
                the performance of their job/duties with the Company and
                compliance with this Code.".

        .       Promote responsible use of and control over all assets and
                resources employed or entrusted.

        .       Adhere to the Code and promptly report to the Audit Committee
                any conduct that the individual believes to be a violation of
                law, business ethics, or any provision of the Code, or involving
                any actual or apparent conflict of interest involving management
                or other employees who have a significant role in the Company's
                financial reporting, disclosures or internal controls.

        From time to time, the Company may require each such person to certify
that he or she has not violated this Code of Ethics and is not aware of any
violation of this Code of Ethics by any other person.

        Violations of this Code of Ethics will be viewed as a serious
disciplinary matter that may result in action ranging from a reprimand to
suspension to termination of employment and may include possible criminal
prosecution.