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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.

      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. Often situations
arise 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.

      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.

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

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   -  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 material 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 or 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 or 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.

      The Chief 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, employees should seek the advice of the
Chief Executive Officer or his designee.

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

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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.

CONFIDENTIALITY

      The Company shall protect the confidentiality and integrity of data and
information entrusted to it by customers, shareholders and employees. Directors,
officers and other employees must maintain the confidentiality of this
information even after leaving the Company. Directors, officers and other
employees must also prevent misuse of confidential information. Confidential
information includes all non-public information that, if publicly disclosed,
might benefit the Company's competition or harm the Company, or its customers,
shareholders or employees.

SEC AND OTHER REPORTING

      As a public company, the Company's filings with the Securities and
Exchange Commission and other regulatory agencies must be accurate and timely.

ACCOUNTING COMPLAINTS

      If any director, officer or other employee has unresolved concerns or
complaints regarding accounting or auditing matters of the Company, then he or
she is encouraged to submit those concerns or complaints (anonymously,
confidentially or otherwise) to the Audit Committee. Submissions may be directed
to the attention of the Audit Committee or any director who is a member of the
Audit Committee, at the principal executive offices of the Company.