|Exhibit 14                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
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|Merchants Bancshares, Inc.
Merchants Bank
Merchants Trust Company
Code of Ethics for Senior Financial Officers                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
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|This Code of Ethics applies to the President & Chief Executive Officer, Chief Financial Officer and Controller ("Senior Financial Officers") of Merchants Bancshares, Inc., Merchants Bank and Merchants Trust Company (referred to one and all as the "Company").  Its purpose is to promote honest and ethical conduct and compliance with the law, particularly as related to the maintenance of the Company's financial records and the preparation of financial statements filed with the Securities and Exchange Commission ("SEC").  The obligations of this Code of Ethics supplement, but do not replace, the Code of Conduct applicable to all employees.     
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|1.    Senior Financial Officers are expected to carry out their responsibilities honestly and with integrity, exercising at all times their best independent judgment.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
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|2.    Senior Financial Officers should avoid, to the extent possible, situations in which their own interests conflict, or may appear to conflict, with the interests of the Company.  However, conflicts of interest are sometimes unavoidable and if a Senior Financial Officer finds himself/herself with an actual or apparent material conflict of interest, he/she should promptly disclose it to the Company's General Counsel, who will review the circumstances.  If counsel determines that a material conflict does exist, Counsel will refer the matter to the Board of Directors Audit Committee, who shall determine how the situation should be resolved.
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|3.    Senior Financial Officers are responsible for assuring full, fair, accurate, timely and understandable disclosure of relevant financial information to shareholders and investors.  In particular, they are responsible for assuring the Company complies with SEC rules governing disclosure of financial information and for assuring that press releases and communications with investors and securities analysts are fair and accurate.  Among other things, Senior Financial officers should:                                                                                                                                                               
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|4.    Senior Financial Officers should promptly bring to the attention of the Audit Committee or the full Board of Directors:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
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|5.    The Audit Committee of the Board of Directors shall approve any waiver of, or amendment to this Code of Ethics, and any such waiver or amendment shall be disclosed promptly, as required by law or SEC regulation.                                                                                                                                                                                                                                                                                                                                                                                                                                               

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|CERTIFICATION                                                                                                                                                                                       
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|In my role as a Senior Financial Officer of the Company, I certify to you that I adhere to and advocate the following principles and responsibilities governing my professional and ethical conduct.
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|To the best of my knowledge and ability, I will:                                                                                                                                                    
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|Signed:                                                                                                                                                                                             
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|Date:                                                                                                                                                                                               
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