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                                                                      EXHIBIT 14

                           DIRECT GENERAL CORPORATION

                  CODE OF ETHICS AND POLICY ON BUSINESS CONDUCT

1.    PURPOSE. The purpose of this memorandum is to establish a Code of Ethics
      and document the Policy on Business Conduct at Direct General Corporation.

2.    EFFECTIVE DATE. Immediately.

3.    APPLICABILITY. This memorandum applies to the following:

      a.    Direct General Corporation and its subsidiaries

      b.    Officers, directors, employees, and certain non-employee regional
            and district sales managers of the above companies.

4.    DEFINITIONS OF TERMS.

      a.    Direct General Group: Direct General Corporation and all of its
            operating companies, also sometimes referred to as the Group.

      b.    Company: Any company in the Direct General Group.

      c.    Fiduciary: A director, officer, manager, or employee of a Company.

      d.    Related Party: With respect to any individual, a related party is:

            -     any member of the individual's immediate family (including
                  spouse, children, and children's spouses);

            -     any other person with whom the individual shares a household;

            -     any person for whose support the individual is responsible;
                  and

            -     any business entity (other than a Company in the Group) of
                  which the individual is an officer, director, partner, or
                  significant owner.

      e.    Code of Ethics (the "Code"): Written standards, as set forth in this
            memorandum, that are reasonably designed to deter wrongdoing and to
            promote:

            -     good business practices, including, without limitation, honest
                  and ethical conduct, including the ethical handling of actual
                  or apparent conflicts of interest between personal and
                  business or professional relationships;

            -     full, fair, accurate, timely, and understandable disclosure
                  (i) in the periodic reports and disclosure documents that the
                  Company files with, or submits to, the Securities and Exchange
                  Commission; and (ii) in other public communications made by
                  the Company;

            -     compliance with applicable governmental laws, rules and
                  regulations;

            -     the prompt internal reporting of violations of the Code to the
                  appropriate person or persons identified in this memorandum;
                  and

           -  accountability for adherence to the Code.

      f.    Policy on Business Conduct (the "Policy"): The Company's standards
            of behavior expected of its directors, officers, managers, and
            employees as described in this memorandum. These behavior standards
            are an integral part of the Company's Code.

5.    ACCURATE BUSINESS RECORDS. The integrity and completeness of
      record-keeping is not only the Company's policy, it is also mandated by
      law. The Company is required to keep books, records, and accounts that
      accurately and fairly reflect all transactions and to maintain an
      effective Company-wide system of internal

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      controls. The improper alteration, destruction, concealment or
      falsification of records or documents are not only prohibited by Company
      policy, but also may result in criminal penalties.

      Proper recording of all transactions is essential to the Company's control
      of its affairs and the accuracy of its financial reporting. To maintain
      the integrity of the accounting records, all entries in the Company's
      books and records must be prepared carefully and honestly and must be
      supported by adequate documentation to provide a complete, accurate, and
      auditable record. All employees have a responsibility to assure that their
      work is complete and accurate. No false or misleading entry may be made
      for any reason, and no employee may assist any other person in making a
      false or misleading entry.

      Employees must provide accurate and complete information to the Company's
      officers, managers, legal counsel, internal auditors, independent
      auditors, and any other person authorized to receive the information.

      Secret transactions invite misconduct, while full disclosure of material
      transactions reinforces responsibility and deters wrongdoing or even the
      appearance of wrongdoing. Therefore, undisclosed or unrecorded
      transactions are not allowed for any purpose. Any employee having
      information or knowledge of any undisclosed or unrecorded transaction or
      the falsification of records should report it promptly to the Company's
      General Counsel or Chairman of the Audit Committee of the Board of
      Directors. The Company's Corporate Governance Hotline (877-893-3837) may
      be used for this purpose.

      These internal standards also promote full, fair, accurate, timely and
      understandable public disclosure in the periodic reports filed by the
      Company with the Securities and Exchange Commission.

6.    CONFLICTS OF INTEREST.

      a.    Explanation. Directors, officers, managers, and employees (together
            referred to as "Fiduciaries") stand in a fiduciary relationship with
            the Company that they serve and are expected to exercise their
            authority in good faith to serve the best interests of the Direct
            General Group.

            The standards adopted by this Code and Policy are intended to
            promote honest and ethical conduct by the Company's Fiduciaries,
            including the ethical handling of actual or apparent conflicts of
            interest between the Company and personal or business or
            professional relationships.

            A conflict of interest may exist at any time when personal or other
            private business interests might influence an individual's judgment
            in matters involving the Direct General Group.

      b.    Examples of Conflict of Interest. Set forth below are examples (not
            a definitive list) of the more common transactions and situations
            that could involve a conflict of interest:

            (i)   Dealings with a Company: Business dealings, such as sales of
                  goods or services, sales or leases of real estate or personal
                  property, and loans, between a Company and a Fiduciary or a
                  Related Party of a Fiduciary.

            (ii)  Third Party Transactions: Transactions between a
                  Fiduciary/Related Party and a third party, when that third
                  party also deals with a Company or seeks to do so. (This does
                  not include routine business relationships conducted on an
                  arm's-length basis.)

            (iii) Activities that Depend on Company Action: Business activities
                  of a Fiduciary/Related Party, the success of which may depend
                  directly or indirectly on a Company taking a certain action.

            (iv)  Corporate Opportunities: Taking a business opportunity to
                  which a Company may be entitled, but that a Fiduciary/Related
                  Party may wish to take advantage of personally. Among other
                  things, this may include a Fiduciary/Related Party conducting
                  a personal business or activity or engaging in part-time
                  employment that competes with the Direct General Group.

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            (v)   Direct Insurance Policies: Agents writing their own insurance
                  policy or accepting payments for themselves or a Related
                  Party.

                  These situations do not necessarily constitute conflicts of
                  interest, but they do create the potential for a conflict.
                  Full disclosure to the Company provides a means for assuring
                  that a possible conflict of interest does not give the
                  appearance of a conflict or become an actual conflict.

      c.    Compliance Procedures Related to Conflicts of Interest. It is
            critically important that an independent review be made of any
            transaction or situation, whether proposed, ongoing, or already
            completed, involving a Company and another enterprise in which a
            Fiduciary or a Related Party of a Fiduciary has a direct or indirect
            interest, or has a reasonable expectation of obtaining such an
            interest; or where a course of action that is being considered by a
            Company may affect, either directly or indirectly, the personal or
            other business interests of a Fiduciary or a Related Party of a
            Fiduciary.

            Upon discovery of a possible conflict of interest, or upon the
            request of the General Counsel by annual questionnaire or otherwise,
            a written description of the transaction or situation, with a
            complete disclosure of all relevant facts, must promptly be
            submitted to the General Counsel of Direct General Corporation for
            consideration (see Enclosure (1)). If the General Counsel determines
            that a conflict may exists, then the transaction or situation should
            be submitted for review by an ad hoc committee of one or more senior
            officers of Direct General Corporation designated by the President.
            Thereafter, depending on the magnitude and seriousness of the
            conflict, or upon the request of the General Counsel or the
            President, any recommended resolution of the potential conflict must
            be approved by the Chairman of the Audit Committee, or upon the
            recommendation of said Chairman, by the board of directors of Direct
            General Corporation.

      d.    Practical Considerations. It is recognized that, in the ordinary
            course of business, a number of continuing regular business
            relationships may exist between members of the Direct General Group
            and Fiduciaries or their Related Parties. It is not the intent of
            this Code and Policy that every routine business transaction arising
            out of such an established and continuing relationship be passed
            upon by the General Counsel. However, it is expected that the
            existence of any such relationship shall be disclosed to the General
            Counsel, and that any transaction which is out of the ordinary
            course of that routine business relationship, or that involves terms
            or conditions that the Company does not regularly offer or receive
            in similar business transactions with unaffiliated parties, will be
            submitted for review in accordance with this Code and Policy.

      e.    Annual Questionnaire. Attached to this memorandum is the Annual
            Questionnaire that is related to compliance procedures regarding
            this Code and Policy (See Enclosure (1)). Generally, during the
            first quarter of each year, the General Counsel, upon consultation
            with the President, Chief Financial Officer, and such others that
            the General Counsel may deem appropriate, prepares a list of all, or
            a selected portion, of the names of the Company's Fiduciaries and
            distributes the Annual Questionnaire (which may include electronic
            distribution) to the persons named on such list. At the discretion
            of the General Counsel, President, and Chief Financial Officer, a
            standard list of names or positions may be developed or the list may
            vary from year to year. Responses to the Annual Questionnaire are
            reviewed by the General Counsel or his designee and processed in
            accordance with Paragraph 6(c) of this memorandum.

7.    CONFIDENTIAL INFORMATION.

      a.    Explanation. It is unlawful and against Company policy for any
            person who, because of his or her relationship to the Company,
            possesses confidential information about the Company or its
            employees or about any other company outside the Direct General
            Group, to use the information to his or her own advantage or to pass
            the information on, directly or indirectly, to others who may
            improperly use such information. For the purposes of this
            memorandum, "confidential information" includes not only material
            non-public information under federal and state securities laws, but
            also any proprietary information of the Company, any employee, or
            other company that is not generally known by the public.

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      b.    Examples of Confidential Information. Information that is considered
            confidential includes, but is not limited to, the following:
            unreported performance data; estimated earnings and other financial
            data; plans for a significant expansion or reduction of operations;
            plans or considerations for developing or offering new products or
            services; a significant increase or decline in business; negotiation
            or agreement on buying or selling a company or the assets of a
            business; salary, health status, or other personal information about
            any employee or customer of the Company; and the status of
            litigation or regulatory inquiries.

8.    IMPROPER PAYMENTS. Federal laws prohibit the bribery of any government
      official, and other laws prohibit any commercial bribery of any other
      nature. It is the Company's policy that neither the Direct General Group,
      any Company, director, employee, shareholder, nor any other person acting
      on behalf, or in the interest, of the Direct General Group or a Company
      shall directly or indirectly offer or solicit any kind of payment, gift,
      gratuity, discount, rebate, or contribution for the purpose of:

      a.    influencing customers, suppliers or governmental officials or
            employees;

      b.    obtaining, giving or keeping business;

      c.    persuading any officials or employees of another company to fail to
            perform, or to improperly perform, their duties; or

      d.    influencing legislation or regulations, except through the efforts
            of (i) registered lobbyists acting lawfully on behalf of the
            Company; or (ii)an industry association of which the Company is a
            member.

      All payments made to agents, distributors, and vendors shall always be
      strictly in consideration for services rendered or products delivered, and
      the amounts paid should be reasonable given the nature of those services
      or products.

9.    POLITICAL ACTIVITY. Direct General Corporation encourages all employees to
      vote and actively support the political parties, candidates, and issues of
      their choice.

      Because federal and state laws restrict, and sometimes outright prohibit,
      the use of corporate resources in connection with political activity, any
      use of Company resources to support such activities (including the support
      of the Company's Fiduciaries acting in their capacity as such) must have
      prior approval by the General Counsel of Direct General Corporation or the
      opinion of an outside counsel that such use of resources is lawful.

10.   ANTI-COMPETITIVE OR UNFAIR TRADE PRACTICES. A casual conversation by a
      Fiduciary or other representative of a Company with representatives of a
      competitor regarding future prices or premium rates might be interpreted
      as an understanding to fix prices. Exchanging information on costs or
      prices could lead to a similar charge. Similarly, a comparison of future
      products and marketing plans between competitors could lead to a charge of
      an illegal agreement to allocate markets. Further, a discussion between
      competitors' representatives about a common supplier, followed by a
      collective decision not to buy from that supplier, may create an illegal
      boycott.

      No matter how formal or informal, whether oral or written, regardless of
      intent, circumstances, or consequences, such unnecessary contacts with
      competitors should be avoided. This policy does not prohibit establishing
      joint ventures or other contractual relationships with competitors,
      provided such relationships are properly disclosed, authorized by the
      Company's senior management, and reviewed in advance by the Company's
      legal counsel.

11.   COMPLIANCE WITH LAWS, RULES AND REGULATIONS. Fiduciaries, must comply
      fully with all applicable federal, state and local laws, rules and
      regulations that govern the Company's business conduct, (including,
      without limitation, insurance and securities laws.)

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12.   DIRECT INSURANCE POLICIES. Employee-Agents cannot write an insurance
      policy or accept payments for themselves or a Related Party to that agent.
      If an agent or Related Party wants to purchase a Direct insurance policy,
      another agent must write the policy. Likewise, when making payments
      regarding that policy, another agent/CSA must receive the money and issue
      the receipt.

13.   PENALTIES. Violations of the Company's Policy can result in serious
      consequences. Such violations can be the basis for disciplinary action by
      the Company, up to and including termination of employment, depending on
      the seriousness of the violation.

      In addition, violation of Company Policy may also involve violation of
      laws or regulations, which can result in private and governmental
      lawsuits, civil fines, and even criminal penalties.

14.   WAIVER OF POLICY.

      a.    Employee Request. If an employee believes that a waiver of this Code
            and Policy is necessary or appropriate, including, but not limited
            to any potential or actual conflict of interest, or any waiver of
            the Company's policies or procedures, a request for a waiver and the
            reasons for the request must be submitted in writing to the General
            Counsel of the Company.

      b.    Officer Request. An officer seeking a waiver must submit a written
            request that includes the reasons for the request to the Chairman of
            the Audit Committee of the Board of Directors.

      c.    Director or Certain Senior Officer Request. Any material waiver from
            this Code and Policy for any director, the principal executive
            officer, principal financial officer, principal accounting officer
            or controller, or persons performing similar functions may only be
            made by the Board of Directors and may be disclosed, or upon advice
            of counsel, will be disclosed to the public in an interim report on
            Form 8-K within four days of the Board granting the waiver, or
            within such other time period as may be required by law.

15.   REPORTING ANY ILLEGAL OR UNETHICAL BEHAVIOR. Employees are encouraged to
      talk to supervisors, managers or other appropriate Company personnel about
      observed illegal or unethical behavior and when they have a good faith
      doubt about the best course of action in a particular situation. The
      Company's Corporate Governance Hotline (877-893-3837) may also be used to
      anonymously report illegal or unethical behavior. It is the policy of the
      Company not to allow retaliation for reports of possible misconduct by
      others made in good faith by employees. Employees are expected to
      cooperate in internal investigations of misconduct and to maintain strict
      confidentiality about such investigations.

16.   SUGGESTED COMPLIANCE GUIDELINES. All officers, directors, managers and
      employees must work together to ensure prompt and consistent action
      against violations of the Company's Code and Policy on Business Conduct as
      set forth in this memorandum. However, in some situations it is difficult
      to know right from wrong. Since we cannot anticipate every situation that
      will arise, it is important that we have a systematic way to approach a
      new question or problem. These are the steps to keep in mind:

      -     Make sure you have all the facts. In order to reach the right
            solutions, the Company's General Counsel and other officers must be
            as fully and factually informed as possible.

      -     Ask yourself: What specifically am I being asked to do? Based on
            your business knowledge and experience, does it seem unethical or
            improper? This will enable you to focus on the specific question you
            are faced with, and the alternatives you have. Use your judgment and
            common sense; if something seems unethical or improper, it possibly
            is and should be investigated.

      -     Clarify your responsibility and role. In most situations, there is
            shared responsibility and knowledge. Are your colleagues informed?
            It may help to get others involved and discuss the perceived
            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 will appreciate being asked
            to help resolve the perceived problem. Remember that it is your
            supervisor's responsibility to help you solve problems.

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      -     Seek help from Company resources. In the rare case where it may not
            be appropriate to discuss an issue with your supervisor, or where
            you do not feel comfortable approaching your supervisor with your
            question, discuss it locally with your office manager. If that also
            is not appropriate, call (877) 893-3837, the Company's toll-free
            Corporate Governance Hotline, which will allow you to anonymously
            report a complaint.

      -     You may report possible ethical violations in confidence and without
            fear of retaliation. If your situation requires that your identity
            be kept secret, your anonymity will be protected. The Company does
            not permit retaliation of any kind against employees for good faith
            reports of possible or perceived ethical violations.

      -     Always ask first, act later. If you are unsure of what to do in any
            situation, seek guidance before you act.

17.   APPROVAL. This Code of Ethics and Policy on Business Conduct was adopted
      or readopted by the Board of Directors March 9, 2006.

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                                                                     ENCLOSURE 1

                           DIRECT GENERAL CORPORATION
                  CODE OF ETHICS AND POLICY ON BUSINESS CONDUCT
                              ANNUAL QUESTIONNAIRE

Direct's Code of Ethics and Policy on Business Conduct cautions us about
situations that may improperly influence or even appear to influence the
business decisions and transactions that we make on behalf of the Company. As
such, we must examine outside activities that conflict with or appear to
conflict with our primary employment obligations to Direct. This Annual
Questionnaire provides you with an opportunity to review your personal situation
and disclose any such relationships or activities. A "Yes" answer to any of the
questions below does not necessarily mean a conflict of interest or other
conduct violation exists. However, without complete disclosure of the facts, a
fair and reasonable assessment of an individual's situation cannot be made.

For purposes of this Questionnaire, the terms "Direct" or the "Company" means
collectively Direct General Corporation and its subsidiaries. The questions
below address not only possible conflicts of interests as discussed in Paragraph
6 of this memorandum, but also certain other Company policies on conduct covered
by this memorandum.

1.    FINANCIAL INTERESTS. If you or a Related Party (as defined in this
      memorandum) is in a business or is affiliated with a business providing
      services to the Company, there is a potential conflict of interest that
      may be clarified by making the relationship known. This will help assure
      objectivity in decisions you make in your job for Direct, but it does not
      necessarily mean the services need to stop. (See Paragraph 6(b) of this
      memorandum.)

      At any time during the past 12 months, did you or a "Related Party" serve
      as a director, officer, owner, partner, employee, an agent, or consultant
      for, or did you or a Related Party otherwise have any direct or indirect
      financial interest in any firm that provides products or services to
      Direct?                                   Yes _______ No _______

2.    GIFTS. Gifts received from or given to vendors can affect or appear to
      affect the objectivity of your judgment regarding that vendor. Gifts can
      bring with them an expectation to return a favor. If you have a doubt
      about an item received or given, further evaluation can help resolve a
      potential conflict of interest that a gift might represent. (See Paragraph
      8 of this memorandum.)

      At any time during the past 12 months, have you or has any Related Party
      received from or given to a vendor of Direct any gift (other than
      promotional items or an occasional meal) or unusual hospitality?
                                                Yes _______ No _______

3.    PERSONAL ACTIVITIES. Providing other employers with the same services you
      provide to the Company could be in conflict with Company interests, if the
      work subtracts from the effort expected in your Company job or if it
      competes with Company interests. However, holding another job outside the
      Company is not necessarily a conflict by itself. If there is any doubt,
      please list any job outside your employment with Direct for further
      evaluation and resolution of such doubt. (See Paragraph 6(b) of this
      memorandum.)

      Are there any other personal activities of yours (e.g., holding another
      job outside the Company) that you think might be a conflict of interest
      with respect to your work at Direct?      Yes _______ No _______

If your answer to any of the above is "yes", please provide details below. For
"financial interest" and "personal activities," include the name, address and
nature of the business or activity, the nature of the affiliation, including the
extent of ownership interest, if any, and title, if any. For gifts, please
provide the name of the vendor and nature of the gift, including estimated
value. If the activity involves a Related Party, please identify the party and
the nature of your relationship. Attach addition sheet if necessary.
______________________________________________________________________________
______________________________________________________________________________

To the best of my knowledge and belief, neither I nor any Related Party of mine
now engages or at any time during the last twelve months did engage in conduct
which is inconsistent with the Direct General Code of Ethics and Policy on
Business Conduct, except as has been reported pursuant to this Questionnaire or
other reporting methods provided by this memorandum. If I become aware of any
such conduct, I will promptly notify the General Counsel of Direct General
Corporation.

__________________________________     ________________________________________
Signature                              Name of Direct General Company

__________________________________     ________________________________________
Name -- Please print or type           Business Address--Please print or type

Date: ____________________________     ________________________________________