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I.
    
    SCOPEThis Code of Business Conduct and Ethics (Code) applies to all directors, officers and employees
of Cardtronics, Inc. (Cardtronics or the Company), and its subsidiaries. Such directors,
officers and employees are referred to herein collectively as the Covered Parties.II.
    
    PURPOSEThe Company is proud of the values with which it conducts its business. It has and will continue
to uphold the highest levels of business ethics and personal integrity in all of its transactions
and interactions with outside parties. To this end, this Code serves to (1) emphasize the
Companys commitment to ethics and compliance with established laws and regulations; (2) set forth
basic standards of ethical and legal behavior; (3) provide a reporting mechanism for known or
suspected ethical or legal violations; and (4) help prevent and detect any wrongdoings. Given the
variety and complexity of ethical questions that may arise in the Companys course of business,
this Code should serve only as a rough guide for the Covered Parties. Confronted with ethically
ambiguous situations, the Covered Parties should remember the Companys commitment to the highest
ethical standards and seek advice from supervisors, managers or other appropriate personnel to
ensure that all actions they take on behalf of the Company honor this commitment.III.
    
    ETHICAL STANDARDSConflicts of InterestA conflict of interest exists when a persons private interests interfere in any negative way with
the interests of the Company. A conflict can arise when a Covered Party takes actions or has
interests that may make it difficult to perform his or her work for the Company objectively and
effectively. Conflicts of interest may also arise when a Covered Party, or members of his or her
family, receives improper personal benefits as a result of his or her position with the Company.
Loans to, or guarantees of obligations of Covered Parties and their family members may create
conflicts of interest. It is almost always a conflict of interest for a Covered Party to work
simultaneously for a competitor, customer or supplier.Conflicts of interest may not always be readily apparent, so if you have a question, you should
consult with your supervisor or manager or, if circumstances warrant, the Chief Executive Officer,
Chief Financial Officer or General Counsel of the Company. Any Covered Party who becomes aware of
a conflict (or potential conflict) should bring it to the attention of a supervisor, manager or
other appropriate personnel within the Company, or consult the procedures described in Section V
of this Code. All directors and executive officers of the Company and its subsidiaries shall
disclose any material transaction or relationship that reasonably could be expected to give rise
to such a conflict to
the Chairman of the Companys Audit Committee. No action may be taken with respect to such
transaction or party unless (and until) such action has been approved by the Companys Audit
Committee.




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Corporate OpportunitiesAll Covered Parties are prohibited from taking for themselves opportunities that are discovered
through the use of corporate property, information or position without the consent of the
Companys Board of Directors. No Covered Party may use corporate property, information or
position for improper personal gain, and no Covered Party may compete with the Company directly or
indirectly. All Covered Parties owe a duty to the Company to advance its legitimate interests
whenever possible.Fair DealingsAll Covered Parties shall behave honestly and ethically at all times and with all people. They
shall act in good faith, with due care, and shall engage only in fair and open competition. All
competitors, suppliers, customers, and colleagues shall be treated ethically. Misappropriating
proprietary information or possessing confidential information that was obtained without the
owners consent, or inducing such disclosures by past or present employees of other companies is
prohibited. No Covered Party should take unfair advantage of anyone through manipulation,
concealment, abuse of privileged information, misrepresentation of material facts, or any other
unfair practice.The purpose of business entertainment and gifts in a commercial setting is to create good will and
sound working relationships, not to gain unfair advantages with customers. No gift or
entertainment should ever be offered or accepted by a Covered Party or any family member of a
Covered Party unless it (1) is consistent with customary business practices; (2) is not excessive
in value; (3) cannot be construed as a bribe or payoff; and (4) does not violate any laws or
regulations. The offer or acceptance of cash gifts by any Covered Party is strictly prohibited.
Covered Parties should discuss with their supervisors, managers or other appropriate personnel any
gifts or proposed gifts that they think may be inappropriate.Insider TradingAll Covered Parties who have access to confidential information of the Company are not permitted
to use or share that information for stock trading purposes, or for any other purpose except the
conduct of the Companys business. All non-public information about the Company should be
considered confidential information. It is always illegal to trade in the Companys securities
while in possession of material, non-public information, and it is also illegal to communicate or
tip such information to others. Covered Parties should discuss any questions regarding what
constitutes confidential, non-public information with the Companys General Counsel.ConfidentialityAll Covered Parties must maintain the confidentiality of confidential information entrusted to
them, except when disclosure is authorized by an appropriate officer of the Company or required by
applicable laws or regulations. Confidential information includes all non-public information that
might be of use to competitors or harmful to the Company or its customers if disclosed. It also
includes information that suppliers and customers have entrusted to the Company. The obligation
to




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preserve confidential information continues even after a Covered Partys employment or
association with the Company ends.Protection and Proper Use of Company AssetsAll Covered Parties should endeavor to protect the Companys assets and ensure their efficient
use. Theft, carelessness, and waste have a direct impact on the Companys profitability. Any
suspected incident of fraud or theft should be immediately reported to a supervisor, manager or
other appropriate personnel within the Company. The Companys equipment should not be used for
non-Company business, though incidental personal use is permitted. The obligation of Covered
Parties to protect the Companys assets includes its proprietary information. Proprietary
information includes (but is not limited to) intellectual property such as trade secrets, patents,
trademarks, and copyrights, as well as business, marketing and service plans, databases, physical
and electronic records, salary information, and any unpublished financial or operational data and
reports. Unauthorized use or distribution of this information would violate Company policy. It
could also be illegal and result in civil or criminal penalties.Compliance with Laws, Rules and RegulationsObeying the law, both in letter and in spirit, is the foundation on which the Companys ethical
standards are built. In conducting the business of the Company, the Covered Parties shall comply
with applicable governmental laws, rules and regulations at all levels of government in the United
States and in any non-U.S. jurisdiction in which the Company does business.Although not all Covered Parties are expected to know the details of these laws, it is important
to know enough about the applicable local, state and national laws to determine when to seek
advice from supervisors, managers or other appropriate personnel within the Company.Timely and Truthful Public DisclosureIn reports and documents filed with or submitted to the Securities and Exchange Commission (and
other regulatory agencies) by the Company, and in other public communications made by the Company,
the Covered Parties involved in the preparation of such reports and documents (including those who
are involved in the preparation of financial or other reports and the information included in such
reports and documents) shall make disclosures that are full, fair, accurate, timely and
understandable. Where applicable, these Covered Parties shall provide thorough and accurate
financial and accounting data for inclusion in such disclosures. They shall not knowingly conceal
or falsify information, misrepresent material facts or omit material information necessary to
avoid misleading the Companys independent public auditors or investors.




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Significant Accounting DeficienciesThe Chief Executive Officer and each senior financial officer and employee shall promptly bring to
the attention of the Audit Committee any information he or she may have concerning (a) significant
deficiencies in the design or operation of internal controls over financial reporting which could
adversely affect the Companys ability to record, process, summarize and report financial data; or
(b) any fraud, whether or not material, that involves management or other employees who have a
significant role in the Companys financial reporting and disclosure process, and the Companys
internal controls over financial reporting.IV.
    
    WaiversAny waiver of this Code for executive officers or directors may be made only by the Companys
Board of Directors or its Audit Committee, and will be promptly disclosed as required by law or
applicable stock exchange regulations.V.
    
    Violations of Ethical StandardsReporting Known or Suspected ViolationsThe Companys directors, Chief Executive Officer, Chief Financial Officer, and General Counsel
shall promptly report any known or suspected violations of this Code to the Chairman of the
Companys Audit Committee. All other Covered Parties should talk to supervisors, managers or
other appropriate personnel about known or suspected illegal or unethical behavior. These Covered
Parties may also report questionable behavior in the same manner as they may report complaints
regarding accounting, internal accounting controls, or auditing matters by either calling
(anonymously, if desired) a third party organization at 1-800-963-5731, or by accessing such third
party organization online at www.ethicspoint.com.Employees located in the United Kingdom should
first dial 0800-89-0011before dialing the above number, and employees located in Mexico should
first dial 01-880-288-2872.No retaliatory action of any kind will be permitted against anyone making such a report in good
faith, and the Companys Audit Committee will strictly enforce this prohibition.Accountability for ViolationsIf the Companys Audit Committee (or its designee) determines that this Code has been violated,
either directly by failure to report a violation or by withholding information related to a
violation, the offending Covered Party may be disciplined for non-compliance with penalties up to
and including removal from office or dismissal. Such penalties may include written notices to the
individual involved that a violation has been determined, censure by the Audit Committee, demotion
or re-assignment of the individual involved, and suspension (with or without pay or benefits).
Violations of this Code may also constitute violations of law and may result in criminal penalties
and civil liabilities for the offending Covered Party and the Company. All Covered Parties are
expected to cooperate in internal investigations of misconduct.




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VI.
    
    Compliance ProceduresAll Covered Parties must work together to ensure prompt and consistent action when violations of
this Code occur. In some situations, however, it is difficult to know if a violation has
occurred. Because every situation that will arise cannot be anticipated, it is important that the
Company and the Covered Parties remain flexible when new questions or problems arise. The
following are some steps to keep in mind in this regard:
 
    
    Make sure you have all the facts. In order to reach the right solutions, one must be as
informed as possible.
    
    Ask yourself: what specifically am I being asked to do? Does it seem unethical or
improper? Use your judgment and common sense and trust your instincts. If something seems
unethical or improper, it probably is.
    
    Clarify your responsibility and role. In most situations, there is shared responsibility.
Are your colleagues informed? It may help to get others involved and discuss the problem.
    
    Discuss the problem with your supervisor. This is the basic guidance for all situations.
In many cases, your supervisor will be more knowledgeable about the questions, and he or she
will appreciate being consulted as part of the decision-making process.
    
    Seek help from Company resources. In rare cases where it would be inappropriate or
uncomfortable to discuss an issue with your supervisor, or where you believe your supervisor
has given you an inappropriate answer, discuss it with the Companys Chief Administrative
Officer or with the Companys General Counsel.
    
    You may report ethical violations in confidence without fear of retaliation. If your
situation requires that your identity be kept secret, your anonymity will be protected to the
maximum extent possible consistent with the Companys legal obligations. The Company in all
circumstances prohibits retaliation of any kind against those who report ethical violations
in good faith.