**EXHIBIT      14**

**Code      of Ethics Policy**

**Code      of Ethics Policy for Senior Financial Officers**

**(For      Senior Financial Officers in accordance with the**

**Sarbanes-Oxley      Corporate Responsibility Act of 2002)**

| Senior                Financial Officers will:                                                                                                                                                                                                                                                                                                                                           |
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|                                                                                                                                                                                                                                                                                                                                                                                     |
| ·  Conduct                their personal and professional affairs in a way that avoids both                real and                apparent conflicts of interest between their                interests and the interests of the Company.                                                                                                                                |
|                                                                                                                                                                                                                                                                                                                                                                                     |
| ·  Refrain                from engaging in any activity that would compromise their professional                ethics or otherwise prejudice their ability to                carry out their duties to the Company.                                                                                                                                                      |
|                                                                                                                                                                                                                                                                                                                                                                                     |
| ·  Communicate                to Executive Management of the Company and to accountants engaged                in                financial audits of the Company, all                relevant unfavorable as well as favorable information                and professional judgments or opinions.                                                                    |
|                                                                                                                                                                                                                                                                                                                                                                                     |
| ·  Encourage                open communication and full disclosure of financial information by                providing a well understood process under which                Management is kept informed of financial                information of importance, including any departures from sound policy,                practice,                and accounting norms. |
|                                                                                                                                                                                                                                                                                                                                                                                     |
| ·  Ensure                that all relevant staff members understand the Company’s open                communication and full disclosure standards and processes.                                                                                                                                                                                                    |
|                                                                                                                                                                                                                                                                                                                                                                                     |
| ·  Refrain                from disclosing confidential information acquired in the course of                their                work except where authorized, unless legally                obligated to do so.                                                                                                                                                          |
|                                                                                                                                                                                                                                                                                                                                                                                     |
| ·  Inform                subordinates, as appropriate, regarding the confidentiality of information                acquired in the course of their work and monitor,                as needed, to ensure that subordinates                maintain that confidentiality.                                                                                                  |
|                                                                                                                                                                                                                                                                                                                                                                                     |
| ·  Refrain                from using or appearing to use confidential information acquired                in the                course of their work for unethical or illegal                advantage, either personally or indirectly through                others.                                                                                                    |

**Standards      Regarding Financial Records and Reporting**

|                                                                                                                                                                                                                                                                                                                                                                                       |
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| Senior                Financial Officers will:                                                                                                                                                                                                                                                                                                                                             |
|                                                                                                                                                                                                                                                                                                                                                                                       |
| ·  Establish                appropriate systems and procedures to ensure that business transactions                are recorded on the Company’s books in                accordance with Generally Accepted Accounting                Principals, established company policy, and appropriate regulatory                pronouncements                and guidelines. |
|                                                                                                                                                                                                                                                                                                                                                                                       |
| ·  Establish                appropriate policies and procedures for the protection and retention                of                accounting records and information as required                by applicable law, regulation, or regulatory                guidelines.                                                                                                     |
|                                                                                                                                                                                                                                                                                                                                                                                       |
| ·  Establish                and administer financial accounting controls that are appropriate                to                ensure the integrity of the financial reporting process                and the availability of timely, relevant                information for the safe, sound, and profitable operation of the                Company.                      |
|                                                                                                                                                                                                                                                                                                                                                                                       |
| ·  Completely                disclose all relevant information reasonably expected to be needed                by the                Company’s regulatory examiners and                internal and external auditors for the full, complete,                and successful discharge of their duties and                responsibilities.                            |

**Defined      as all Regulation O Executive Officers along with the Chief Executive Officer      (CEO), Chief Financial Officer (CFO), Chief Accounting Officer (CAO),      Controller, or any person serving in an equivalent position regardless of      whether or not they are designated as Executive Officers for Regulation O      purposes. *

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**Certificate      of Adoption**

**CODE      OF ETHICS POLICY FOR SENIOR FINANCIAL OFFICERS**

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