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                                                                      EXHIBIT 14

CODE OF ETHICS

         Each director, officer and other employee of Pinnacle Bancshares, Inc.
and Pinnacle Bank is expected to monitor his or her personal conduct in such a
way that it does not bring discredit to the Company or the Bank. Officers and
other employees are expressly prohibited from discriminating against any person
on the basis of age, ethnic heritage, family status, gender, physical abilities
and characteristics, race, religion and sexual orientation while acting in the
capacity of an employee of the Company or the Bank.

         The Company and the Bank will report to the appropriate authority any
known or suspected violation of securities law or dishonest or fraudulent act by
an officer or other employee while at work. If one employee suspects dishonest
acts, this should be reported immediately. Failure to report such activity could
subject an employee to fines and/or imprisonment if he or she is deemed an
accessory after the fact. Additionally, the employee could be held personally
liable for any damages resulting to the Company or the Bank.

         No employee may be terminated, demoted, suspended, harassed or
otherwise retaliated against by any officer, manager, supervisor, contractor or
subcontractor of the Company or the Bank because he or she discloses or assists
in the investigation of violations of securities laws, breaches of this Code of
Ethics or conduct that the employee reasonably believed constituted violations
or breaches of such laws or policy.

ADMINISTRATION

         Each director and employee will review this Code of Ethics. A copy of
this Code of Ethics and any updates or revisions will be available for review by
all employees. Each director and officer will read this Code of Ethics and will
sign an annual certification agreeing to comply with its provisions at all
times. Additionally, each officer will annually certify that he or she is aware
of no potential or actual conflict of interest or violation of any standards and
will identify any potential or actual conflict or violation.

         This Code of Ethics does not attempt to set forth all prohibited
actions but supplements other policies of the Company and the Bank. Situations
that are not clearly addressed should be directed to the Chief Executive Officer
or his designee for review and resolution.

         The Board of Directors of the Bank has ultimate responsibility for
establishing and maintaining policies in accordance with this Code of Ethics.

BUSINESS RECORDS

         Officers and other employees of the Company and the Bank shall endeavor
at all times to maintain accurate business records. All transactions must be in
accordance with policies of the Company and the Bank. Books, records and
accounts must reflect all transactions that are the subject of specific
regulatory record-keeping requirements.

         Officers and other employees of the Company and the Bank shall ensure
that financial records are full, fair, accurate, timely and understandable.
Company and Bank funds or assets shall only be used for purposes that can be
disclosed and recorded promptly and accurately. False entries will not be made
for any reason. Financial books, records, and statements will properly document
all assets and liabilities, accurately reflect all transactions of the Company
and the Bank, and be retained in accordance with record retention policies and
all relevant laws and regulations. Directors, officers and other employees shall
prevent unrecorded or "off the books" assets or transactions from being recorded
unless permitted by applicable law and regulation. In maintaining financial
records, officers and other employees shall comply with all applicable
governmental rules and regulations. The Company follows Generally Accepted
Accounting Principles and complies with Financial Accounting Standards Board
Regulations to provide a uniform basis for measuring, managing, and reporting
Company and Bank operations.

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         Any director, officer or other employee having knowledge of any
unrecorded fund or asset, of any false or artificial entry in the books and
records of the Company and the Bank, or of any other inappropriate entry shall
promptly report the matter to the Chief Executive Officer or his designee.

CONFLICTS OF INTEREST

GENERAL

         Each director, officer or other employee of the Company or the Bank
should manage his or her personal and business activities in a manner that
avoids situations which may lead to an actual or potential conflict between the
director's or employee's interests and his or her duty to the Company and the
Bank and their customers. An actual or potential conflict of interest can occur
when a director, officer or other employee, or a member of his or her immediate
family (e.g., spouse, parent, child, brother, sister, in-law, or any relative
living in the same household), has a financial interest, direct or indirect, in
a customer, supplier, competitor, or other principal dealing with the Company or
the Bank, and that financial interest might influence a decision made by the
director, officer or other employee on behalf of the Company or the Bank.

         It is impractical to define all situations that may create actual or
potential conflicts of interest. An interest technically in conflict may not
cause concern because the amount involved is minimal, the relationship is
insignificant, or the contingency is not probable, and temptations for
wrongdoing are light.

PROCESSING TRANSACTIONS

         No officer or other employee may process transactions for his or her
personal account, an account on which he or she signs with another person, and
accounts belonging to members of his or her family. Employees must also avoid
participating in transactions in which the intention is one of circumventing
established policies. Further, any transaction which gives the appearance of
circumventing established policies may be considered a violation of this Code of
Ethics.

SELF-DEALING

         Employees and their immediate families, acting either individually or
in a fiduciary capacity, may not sell or purchase assets or services from the
Company or the Bank unless the purchase or sale is at fair market value, full
documentation is maintained and written approval is obtained from the Chief
Executive Officer or his designee. Such purchases are prohibited if the property
was acquired through repossession or foreclosure, unless the Bank offers the
property for sale to the general public. Employees and their immediate families
may not extend credit on a personal basis to any person (other than a family
member) who has applied for and was denied credit by the Bank.

GIFTS OR FEES

         The Bank Bribery Act prohibits a Bank official (i.e., director,
officer, employee, agent or attorney of the financial institution) from
soliciting, demanding, accepting or agreeing to accept for his or her benefit or
for the benefit of another person, anything of value from anyone in return for
any business, service, or confidential information of the Bank and is prohibited
from accepting anything of value (other than bona fide salary, wages and fees)
from anyone in connection with the business of the Bank, either before or after
a transaction is discussed or completed. All transactions with the Bank are
covered. The Bank Bribery Act extends liability to the person who gives, offers,
or promises anything of value to any person with the intent to influence or
reward a Bank official in connection with any business or transaction of the
Bank. Violations of the Bank Bribery Act can result in monetary fines,
imprisonment, or both.

         Under some circumstances, however, a Bank official may accept something
of value from a person doing business with or seeking to do business with the
Bank. Generally, there is no risk to the Bank if the item is offered based on a
family or personal relationship, independent of any business of the Bank, or the
benefit is available to the general public under the same conditions, or the
item would be paid for by the Bank as a reasonable business

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expense if it were not paid for by another party. The following are exceptions
to the rule against accepting something of value:

         -        Accepting meals, gratuities, amenities, or favors based on
                  obvious family or personal relationships. The circumstances
                  should make it clear that the relationship rather than the
                  business of the Bank is the motivating factor.

         -        Accepting meals, refreshments, or entertainment of reasonable
                  value (not in excess of $100.00) in the course of a meeting or
                  other occasion that is for a bona fide business discussion or
                  part of an effort to foster better business relations. The
                  expense involved should be one that the Bank would pay as a
                  reasonable business expense if it were not being paid by
                  another party.

         -        Accepting loans from other banks or financial institutions
                  when made on customary terms for the purpose of financing
                  proper and usual activities of Bank officials.

         -        Accepting advertising or promotional materials of reasonable
                  value including pens, pencils, key chains, note pads,
                  calendars and other such items.

         -        Accepting discounts or rebates on merchandise or services that
                  are available to other similar customers.

         -        Accepting gifts of reasonable value (not in excess of $250.00)
                  that are related to commonly recognized events or occasions
                  such as a wedding, retirement, promotion, new job, Christmas,
                  or bar or bat mitzvah.

         -        Accepting civic, charitable, educational or religious
                  organizational awards of a reasonable value for recognition of
                  service and accomplishment.

         Acceptance of any other benefits or items of value such as travel
arrangements and accommodations by directors, officers or other employees that
are not described above or that exceed the limits established above must be
pre-approved, if possible, by the Chief Executive Officer or his designee. If
pre-approval is not possible, the individual must make complete disclosure as
soon as possible following the acceptance of such benefits or items of value.
Approval may be given only on the basis of a full written disclosure of all
facts submitted by the director, officer or other employee and only if
acceptance is deemed consistent with the Bank Bribery Act. A director, officer
or other employee and members of his or her family must decline any gift or
favor offered under circumstances that indicate, or appear to indicate, that its
purpose is to influence the director, officer or other employee in the
performance of his or her job.

DISCLOSURE

         If a director, officer or other employee is offered or receives
something of value from a customer, prospective customer, competitor, supplier,
or any other person beyond that authorized in this Code of Ethics, the director,
officer or other employee will disclose that fact in writing to the Chief
Executive Officer or his designee. A report must be made even if the gift is
offered and refused. Disclosure of the acceptance of gifts evidences good faith
in acceptance.

          Executive Officer or his designee will maintain a file of all
disclosures of gifts for a period of five years from the date of receipt and
will review the disclosures to determine that what has been accepted is
reasonable. Additionally, the Audit Committee may periodically review the file
of disclosure to determine that what has been accepted is reasonable and does
not threaten the integrity of the Bank. Should questions arise as to the
legality of a gift, benefit or favor, directors, officers and employees should
seek the advice of the Chief Executive Officer or his designee.

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GIVING GIFTS

         Direct or indirect gifts, offers, or promises of any gift, bribe,
kickback, favor, loan, service, or anything else of value to any individual,
business entity, organization, governmental unit, public official, political
party or other person by an employee on behalf of the Company or the Bank or its
subsidiaries in connection with any transaction or business for the purpose of
influencing the action of the recipient is expressly prohibited. This standard
of conduct is not meant to prohibit normal business practices such as providing
entertainment, meals, favors, discounts, tickets to cultural and sporting
events, gifts given as a token of friendship or for special occasions as long as
the gift is of a nominal and reasonable value under the circumstances and
promotes legitimate business development.