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                                                                      EXHIBIT 14

E D O   C O R P O R A T I O N   S T A N D A R D S

[PICTURES]

ETHICAL BUSINESS CONDUCT

For All EDO Employees

[EDO CORPORATION LOGO]

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               COMPANY-WIDE ETHICS HOT LINE NUMBER: 1.800.622.0012

 You will be in direct contact with the appropriate representative at EDO who
                       will speak with you in confidence.

 Your anonymity will be protected if your situation requires that your identity
                             be kept confidential.

If you are unsure of what to do in any situation . . .SEEK GUIDANCE BEFORE YOU
                                      ACT.

TABLE OF CONTENTS

<TABLE>
<S>                                                           <C>
Letter to EDO Employees ................................       1
High Standards of Ethics - Essential to Our Success ....       3
Our Responsibilities....................................       4
Obeying the Law ........................................       5
Competition ............................................       5
Conflicts of Interest ..................................       7
Government Contracts ...................................       9
Payments to Government Personnel .......................      10
Gratuities and Kickbacks ...............................      11
Entertainment and Gifts ................................      12
Political Contributions ................................      13
Help is Available for Maintaining EDO's Standards ......      14
How We Solve Ethics Problems at EDO ....................      14
Ethics Help is Available ...............................      15
Securities Laws ........................................      17
International Shipments, Imports and Exports ...........      19
Computer Protocol ......................................      21
Sexual Harassment - A Zero Tolerance Policy ............      23
Affirmative Action Policy ..............................      25
</TABLE>

<PAGE>

                                                                            2003

Dear Fellow EDO Employees,

EDO Corporation has a long-standing reputation for business integrity. This is
the EDO way of doing business and we view this as an essential Corporate asset.
This reputation was built by generations of staff members who have understood
the high value we place on honesty, fair dealings and ethical business practice.

Every day, in every situation, each of us must uphold EDO's standards. If a
potential course of action seems questionable, seek guidance. We encourage open
communications regarding any possible violation of EDO's ethical principles and
business practices.

This booklet is designed to help you understand what EDO expects of you in
situations that you may face on the job, in a summary manner. Specific policies
and procedures should be referred to for more detailed guidance. This booklet
cannot and does not attempt to cover every ethical issue, but the basics are
reviewed here to help your understanding. We believe the EDO staff will
unquestionably take the proper action when they have the facts they need to form
correct judgements.

We want you to be sensitive to situations that could result in illegal,
unethical or improper actions. We ask that you should also be alert to
activities that even appear to look improper.

Our reputation is in your hands. Each of us must maintain and demand from others
high ethical standards. Let us continue to demonstrate the integrity and honesty
associated with the EDO way of doing business.

                                                 /s/ James M. Smith
                                                 -----------------------
                                                 James M. Smith
                                                 Chairman, President and CEO

<PAGE>


                                 EDO Corporation

                            Ethical Business Conduct

EDO has a long-standing reputation for business integrity, which is an essential
corporate asset

HIGH STANDARDS OF ETHICS - ESSENTIAL TO OUR SUCCESS

         This booklet covers a wide range of business policies and procedures
that flow from the company's commitment to ethical business conduct. These
policies apply to all EDO officers, directors, and employees and they must
conduct themselves accordingly. To help avoid even the appearance of improper
behavior, many of our standards go beyond legal requirements.

Specifically addressed are:

         -   Obeying the Law

         -   Competition

         -   Conflicts of Interest

         -   Government Contracts

         -   Payments to Government Personnel

         -   Gratuities and Kickbacks

         -   Entertainment and Gifts

         -   Political Contributions

         -   Securities Laws

         -   Import/Export Control Policies

         -   Misuse of Electronic Equipment

         -   Prohibition of Sexual Harassment

         -   Affirmative Action Policy

         Also included in this booklet is a section that addresses how we at EDO
solve ethics problems.

         Each of us must become informed enough about these practices so that we
can operate with the highest degree of personal integrity and honesty. Should we
be in conflict with the interpretation of a practice, we must then seek
consultation with a more knowledgeable authority such as a Supervisor, a Human
Resources Representative or the EDO Ethics Hot Line.

         EDO views seriously its commitment to ethical business conduct. The
company will take disciplinary action against those who violate company policies
and procedures.

         Government business requires strict adherence to our standards of
ethics, and often includes the need to comply with special government
regulations. If you are working on government business, you need to know and pay
special attention to these requirements.

         if you are in a situation which you believe may be in violation of EDO
policy, follow the guidelines to action recommended on page 14 of this booklet.

                                                                               3

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                                 EDO Corporation

                            Ethical Business Conduct

Each of us must maintain and demand from others high ethical standards

OUR RESPONSIBILITIES

THE COMPANY

         Under our Standards, the Company is responsible for:

         -   Providing all employees with clear guidelines on matters of
             everyday business conduct;

         -   Maintaining working conditions at all locations supportive of
             employee responsibilities under these Standards;

         -   Recognizing employees who make an exemplary effort to implement and
             uphold the Standards; and

         -   Implementing the EDO Corporation Standards of Ethical Business
             Conduct by:

             -   Distributing the EDO Corporation Standards of Ethical Business
                 Conduct booklet to all employees,

             -   Ensuring that all employees are aware of and understand the
                 Standards,

             -   Providing continuing counsel on company rules and regulations
                 to any employee who seeks it, and

             -   Enforcing compliance with the Standards,

SUPERVISORS

         Under these Standards, all levels of supervision have a special
responsibility for the implementation of the Standards of Ethical Business
Conduct, and they will be measured in their performance for:

         -   Demonstrating their own commitment by conducting themselves and
             managing their departments and the activities of all employees
             under their supervision in accordance with the Standards;

         -   Stressing to all employees, in word and deed, the need for a
             continuing commitment to the Standards; and

         -   Maintaining a workplace environment that encourages frank and open
             communication, free of the fear of reprisal,

ALL EMPLOYEES

         Under these Standards, all employees, regardless of position, are
responsible for and will be measured in their performance for:

         -   Upholding the Standards and the policies, procedures, and practices
             that support them as demonstrated by their daily business conduct;

4

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                                 EDO Corporation

                            Ethical Business Conduct

Good customer relationships are based on integrity and trust

         -   Contributing to a workplace environment that is conducive to the
             maintenance of the Standards in daily business activities;

         -   Reviewing, regularly, their knowledge and understanding of the
             Standards;

         -   Seeking help when the proper course of action is unclear or
             unknown;

         -   Remaining alert and sensitive to situations which could result in
             actions by any employee that are unlawful, unethical, in violation
             of the Standards or the policies and procedures that support the
             Standards, or otherwise improper;

         -   Advising fellow employees when it appears they may be in danger of
             violating the Standards or Company policies and procedures; and

         -   Reporting violations of the Standards to those to whom
             responsibility has been assigned.

OBEYING THE LAW

OBEYING THE LAW IS THE FOUNDATION FOR EDO'S ETHICAL STANDARDS.

         EDO regards the laws of the cities, states, and nations in which we
conduct business as inviolable contracts with the citizens of these communities.
In all EDO business activities, each of us shall respect and obey these laws.

COMPETITION

WE RESPECT THE RIGHTS OF THE COMPETITORS, CUSTOMERS, AND SUPPLIERS.

         We are fair and honest. The only competitive advantages we seek are
those gained through superior research, engineering, manufacturing, and
marketing. It is our intent to win business through excellent products and
services, never through unethical or questionable business practices. We do not
engage in unfair or illegal trade practices.

         Good customer relationships are based on integrity and trust. It is
against EDO's policy to engage in unethical or illegal activity to win or keep
business.

         Each EDO employee shall consider personal and corporate integrity an
absolute quality in ail business activities on behalf of EDO. One customer
should not get preferred treatment over another. Such treatment includes
unauthorized services or special contract terms -- unless they have been
approved in advance by management.

         It is our duty as representatives of EDO to exercise good judgment. All
information we provide about EDO products and services should be correct.

                                                                               5

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                                 EDO Corporation

                            Ethical Business Conduct

Always employ professional business practices in selecting sources, in negoti-
tion, in awarding business, and in the administration of purchasing activities

         Basic honesty is the key to ethical behavior. Trustworthiness in the
marketplace is essential to building solid and lasting relationships with our
customers.

ACCURATE RECORD-KEEPING IS ESSENTIAL TO HONEST COMPETITION.

         Although only a few EDO employees are tasked to maintain accounting
records, we all, indirectly, help keep the company's records. For example, the
data from our time charges will become the basis for EDO charges to customers.

         EDO policy requires that each staff member maintain their own time
charges. Mischarging of time is illegal and subject to disciplinary action
leading to the termination of employment, it is essential that all entries be
accurate so that the proper customer be charged for the employee's time.

         Many employees regularly use business expense accounts, commonly
referred to as travel and entertainment expenses. These expenses must be
documented and recorded accurately. If you are not sure whether a potential
expense is allowable, the correct approach is to ask your Supervisor.

         Employees in the Accounting Department, or others who keep the
company's official records have an added professional responsibility. They must
maintain EDO's books, records, accounts, and financial statements in a manner
which is both accurate and auditable. It is against EDO's policy to make entries
that intentionally conceal or disguise the true nature of any transaction. No
funds or accounts should be kept for purposes not fully and accurately
disclosed. Unrecorded or "off the books" funds or assets should not be kept for
any purpose.

         Each of us must be certain that our records are accurate and maintained
according to all applicable laws and regulations. If you have reason to believe
that some aspect of EDO's record-keeping is not being conducted properly, talk
to your Supervisor or follow the guidelines to action recommended on page 14 of
this booklet.

MANY OF US ARE INVOLVED IN PURCHASING ACTIVITIES, EVEN THOUGH WE ARE NOT IN THE
PURCHASING DEPARTMENT.

         For example, you may be an engineer whose drawings generate a list of
approved suppliers. Or you may decide which suppliers meet or exceed our quality
standards. You may send out artwork or printing, recommending preferred sources.
Or you may select

6

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                                 EDO Corporation

                            Ethical Business Conduct

It is extremely important to avoid EDO business actions that appear to be
influenced by personal interests

freight carriers or software vendors. Whenever you are involved in purchasing,
it is important to be objective and fair.

         Always employ professional business practices in selecting sources, in
negotiations, in awarding business, and in the administration of purchasing
activities. The best approach is to be friendly, but strictly business-oriented.
It is wrong to create the impression that a supplier has a "friend" at EDO
exerting special influence.

         In deciding among competing suppliers, it is important to be impartial.
The decision to place a supplier on a bidding list should be based on:

         -   Product or service quality

         -   Level of service

         -   Price

         -   Financial stability

         -   Reliability

         Ultimately, the best interests of all concerned are served when EDO and
its suppliers derive mutual benefit from relationships. The way to ensure this
is to conduct business fairly, impartially, and honestly.

SUCCESSFUL COMPETITION REQUIRES HIGH QUALITY.

         Quality is the cornerstone of our commitment to our customers and is
essential to our ability to compete. EDO is committed to total quality
leadership. It is our mission to produce, support, and continually improve upon
effective, reliable, quality products and services which meet or exceed all of
our customers' requirements and expectations.

         Quality goes beyond ethical considerations and encompasses all of our
efforts to honor our commitments, seek maximum responsibility, and have a bias
for action while serving our customers. Our quality standards and guidelines
help define our corporate goals, among them, a good working relationship with
our customer based on truth and integrity.

         As a corporation, we are committed to providing our customers with
quality products and services. Individual dedication to excellence permits us to
honor that commitment.

CONFLICTS OF INTEREST

WE EXPECT EDO EMPLOYEES TO AVOID ANY ASSOCIATION WHICH MIGHT CONFLICT WITH THEIR
LOYALTY TO THE COMPANY OR COMPROMISE THEIR JUDGMENT.

                                                                               7

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                                 EDO Corporation

                            Ethical Business Conduct

Preserving EDO's assets depends upon a strong sense of ethics by the individuals
to whose care they are entrusted

         A conflict of interest arises when a person's private interests and his
or her business responsibilities are at odds. It may help to ask yourself these
questions:

         -   Are you sure that your job-related decisions are made on sound
             business principles?

         -   Have you permitted your personal interest to influence your EDO
             business decisions?

         It is extremely important to avoid EDO business actions that appear to
be influenced by personal interests.

         By policy, no employee, if he or she is in the position to influence
transactions, shall have an interest of more than one percent in any firm which
deals with EDO. Such an interest must be disclosed to EDO's General Counsel. In
addition, no employee shall place himself or herself in a position to influence
the award by EDO of a contract, or to negotiate a contract on behalf of EDO with
an organization in which a relative or close personal friend of the employee is
a member of its management, without first disclosing such relationship to EDO's
General Counsel and obtaining his or her approval for such actions.

         Although it may not be a conflict of interest, for many employees it is
usually inappropriate to have a "moonlighting" job, either in a business you
own, or one owned by another. If you are contemplating additional outside
duties, discuss the situation thoroughly with your Supervisor first. Should you
actively pursue an outside job during off-work hours, Human Resources must be
notified in writing.

         Actual conflict of interest need not be present for a problem to arise.
Its mere appearance must be avoided. Conflict of interest can arise innocently
because of circumstances alone, without deliberate action on the part of an
individual. Conflicts of interest are sometimes not clear-cut. Correct action
may require consultation with higher levels of management, or the Company's
General Counsel. So, before you act, it is especially important to discuss areas
of concern with your Supervisor.

INSIDE INFORMATION

         Another area of potential conflict is "inside information." Employees
who have access to confidential information as part of their job are not
permitted to use or share that information for stock trading purposes. To use
such nonpublic information for financial benefit not only is unethical it is
clearly illegal. THIS INCLUDES POSTING INFORMATION AND SPECULATION TO PUBLIC OR
PRIVATE ELECTRONIC MESSAGE BOARDS.

8
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                                 EDO Corporation
                            Ethical Business Conduct

Loyalty to EDO also requires that employees help preserve EDO's assets, many of
which are of great value.

EDO policies and procedures are based heavily on trust and respect for the
individual

     These include physical items and proprietary information.

     Proprietary information needs to be handled carefully. This includes EDO's
intellectual property, such as:

     -    Patents

     -    Trademarks

     -    Trade secrets

     -    Copyrights

Proprietary information also includes:

     -    Business, marketing, and service plans, such as the Strategic Plan

     -    Engineering and manufacturing skills

     -    Designs

     -    Internal data bases

     -    Personnel records

     -    Salary information

     -    Unpublished financial data and reports

     -    Employee lists, including Company telephone directories

     Any unauthorized use or disclosure of these types of information would
violate EDO's standards. It would also be illegal, and could bring civil and
even criminal penalties.

     We should all ensure that EDO property under our control is properly used,
employing adequate control and safeguards. In addition, sensitive information
should be stored and protected on a need-to-know basis, precluding unauthorized
access, use or removal.

     Preserving EDO's assets depends upon a strong sense of ethics by the
individuals to whose care they are entrusted.

     If you have any questions about your ethical responsibilities in this area,
follow the guidelines to action recommended on page 14 of this booklet.

GOVERNMENT CONTRACTS

     EDO products and services are marketed in the United States and
internationally through vigorous competition. All EDO employees who are involved
in International business must receive a briefing by General Counsel, or their
designee, on prescribed conduct as outlined in the Foreign Corrupt Practices Act
(FCPA) prior to contacting any

                                                                               9
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                                 EDO Corporation
                            Ethical Business Conduct


We do not offer or accept kickbacks or bribes, or gifts of any value

Foreign National. Since we deal with many governments, we must take care to
comply with the special laws, rules, and regulations which govern these
contracts.

     These laws and regulations may require evidence that detailed rules have,
in fact, been followed. We must take care of safeguarding government property
and classified data in our possession.

     In doing business with all governments, it is important to know the rules
applicable to that government, If you are in doubt, discuss the matter with your
Supervisor or, if appropriate, General Counsel, or their designee.

     On defense-related projects, be particularly alert to soliciting, accepting
or possessing classified information for which you are not authorized, if you
are authorized to have access to classified information, know and follow the
rules for handling such information.

     In many areas of business practice, the U.S. Government has determined
special rules of behavior which may differ from acceptable commercial practices.
No employee shall offer or accept illegal or improper payments under any
circumstances. This includes gratuities offered to U.S. Government officials or
employees, however innocent in purpose and whether or not the employee seeks
reimbursement from EDO. In addition, marketing, accounting, record keeping,
purchasing, and quality - among other areas -require special attention
including:

     -    Accounting for costs

     -    Proposal and bidding procedures

     -    Pricing

     -    Discussing potential employment with U.S. Government procurement
          officials

     -    Maintenance of time records

     -    Compliance with contract obligations

PAYMENT TO GOVERNMENT PERSONNEL

     We do not make illegal payments to government officials of any country. In
the case of U.S. Federal Government employees, our policy prohibits giving them
anything of value. The promise, offer or delivery to an officer or employee of
the U.S. Government of a gift, favor or other gratuity (i.e., anything of value)
would not only violate EDO policy, it may also violate the law.

     It is clear that you must take special care when working with U.S.
Government employees. You should investigate whether there are regulations
imposed upon other customers you serve - state, local, and foreign government
employees and representatives

10
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                                 EDO Corporation
                            Ethical Business Conduct

from the commercial sector. Awareness will help you avoid inappropriate and
possibly illegal situations.

Our policy prohibits company contributions to political candidates even where
such contributions are lawful

GRATUITIES AND KICKBACKS

WE DO NOT OFFER OR ACCEPT BRIBES, GIFTS OR KICKBACKS OF ANY VALUE.

     No employee shall give, offer, or discuss giving or offering, a gratuity
(i.e., anything of more than modest value) to any official or employee of the
U.S. Government, however innocent in purpose and whether or not the employee
seeks reimbursement from the Company. Examples of gratuities are the following:
meals which exceed the allowable single or aggregate annual limit,
transportation by taxi or private automobile (even where there is no additional
expense in providing such service to the Government personnel), tickets to
athletic or cultural events, parties and other social gatherings and loans of
cash or property. Modest value is defined as gifts of $20 or less. A government
employee may accept unsolicited gifts having an aggregate market value of $20 or
less per occasion, provided that the aggregate market value of individual gifts
received from any one person (contractor) shall not exceed $50 in a calendar
year. "Gift" does not include modest items of food and refreshments, such as
soft drinks, coffee and pastries, offered as other than as part of a meal (for
example, meeting refreshments.)

         However, those employees who are registered lobbyists or who otherwise
         regularly represent the Company with U.S. Congressmen and staff are
         subject to, and must follow, more detailed special policy guidance.

     It is EDO's policy to reimburse employees for all approved expenses
resulting from conducting business on behalf of EDO Corporation. In accordance
with the Anti-kickback Act of 1986, no employee will provide, attempt to
provide, offer to provide, solicit, accept, or attempt to accept a kickback.

     The purpose of business entertainment and gifts in a commercial or
industrial setting is to create good will and sound working relationships. Their
purpose is not to gain special advantage with customers. You are violating
ethical behavior when your actions unduly influence recipients, make them feel
obligated to pay EDO back or violate their own standards of conduct. It is your
duty to exercise good judgment and to act with moderation in offering
entertainment or gratuities.

     Practices in offering and accepting business gratuities vary among the
markets we serve. It is important to observe a customer's regulations regarding
gratuities.

                                                                              11
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                                 EDO Corporation
                            Ethical Business Conduct

We at EDO understand that ethical business conduct depends upon the cooperation
and full support all

     The approval of your General Manager is required before deciding to give or
receive a business gratuity. The General Manager will also be the sole designee
of those individuals who are deemed to be commercial representatives. Any
requests to add a commercial representative shall be submitted in writing to the
General Manager for approval.

     Our marketing activities must not entice representatives of customers to
place their own personal interests above those of the organizations they
represent.

ENTERTAINMENT AND GIFTS

     EDO considers the proper handling of gifts and entertainment as an
important element in our business relationships and reputation. It is important
that all employees understand how to handle the legal and ethical issues
associated with gifts and entertainment and how they can affect our
relationships and reputation.

     A business gift is never permitted if prohibited by law or regulation,
prohibited by known policies of the intended recipient's employer, intended to
improperly influence, or would have the appearance of improperly influencing,
the intended recipient.

     The issue of gifts and gratuities also has legal implications when the
government, either within or outside of the United States, is involved. Serious
consequences can result from mishandling these relationships. Please refer to
the sections entitled "Government Contracts", "Payments to Government Personnel"
and "Gratuities and Kickbacks" for information on this issue within those
contexts.

     Business gifts and entertainment are courtesies designed to build goodwill
and improve working relationships among business partners. However, we do not
want to obtain business through improper means or use improper means to gain any
special advantage in our relationships. Business gifts that compromise, or even
appear to compromise, our ability to make fair and objective business decisions
are, at all times, inappropriate.

     Reasonable business entertainment and gifts of nominal value are permitted,
as long as what is offered is consistent with usual business practice, cannot be
construed as a bribe or a payoff, is not in violation of any law or company
policy and would not embarrass the Company or individual if disclosed publicly.
Customer entertainment should be agreed upon in advance with a supervisor. These
guidelines apply to anything given or received as a result of a business
relationship for which the recipient does not pay fair market value, including
things such as travel, lodging, goods, services and entertainment. These
guidelines apply at all times, and do not change during traditional gift-giving
seasons or during a business or special event. Items of nominal value are
generally acceptable, but acceptance

12
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                                 EDO Corporation
                            Ethical Business Conduct

of even low-value items can be improper if done on a too frequent basis, and/or
come from the same sources repeatedly.

As EDO employees, we have tremendous responsibility to sustain EDO's image as
an ethical company

     Solicitation of gifts is never appropriate. Our customers, suppliers and
consultants are asked from time to time whether our employees have solicited
them for gifts or entertainment. This is done in order to ensure our integrity
in these relationships.

POLITICAL CONTRIBUTIONS

     Our policy prohibits Company contributions to political candidates even
where such contributions are lawful. Company contributions to political parties
in connection with elections also are prohibited. We encourage individual
employees to be involved in the political process, however, and to make personal
contributions as they see fit.

     Good citizenship is fostered by taking part in activities on a local,
regional, state or national level and expressing personal views on government,
legislation, and other matters of public interest.

     However, there is a difference between being politically active personally,
and being politically active as a representative of EDO. When we speak out on
public issues, we must take care not to give the appearance of acting on EDO's
behalf unless authorized to do so. In addition, EDO employees may not allow
personal political efforts to infringe on their normal workday commitments to
EDO. EDO facilities and equipment may not be used for personal political
purposes.

     Employees may participate in the EDO Political Action Committee (EDOPAC).
EDOPAC channels members' voluntary contributions to those candidates whose
business philosophies are consistent with EDO's. Other than administrative
costs, no corporate funds or property are used in connection with EDOPAC.

     Many laws regulate corporate political activity. United States Federal law
prohibits corporations from making contributions to candidates running for
Federal office. No corporation can do this. Although some state and local
governments allow corporations to make political contributions within the state,
our own internal policy prohibits us from doing so. The following activities are
generally prohibited as a matter of company policy and may be illegal:

     -    The purchase of a subscription to or advertising in any type of
          political publication

     -    The use of company cars or other EDO property by political
          organizations, candidates or their staffs in connection with a
          political campaign

     -    The use of corporate funds to purchase seats or tables at political
          dinners and political fund raising events

                                                                              13
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                                 EDO Corporation
                            Ethical Business Conduct

If you are unsure of what to do in any situation... seek guidance before you act

     -    The use of the EDO name in political or campaign literature

     If you are contemplating these activities, seek advice from the chair of
the EDOPAC, Vice President, Washington Operations

HELP IS AVAILABLE FOR MAINTAINING EDO'S STANDARDS

     As EDO employees, we have tremendous responsibility to sustain EDO's image
as an ethical company. Continued honesty and integrity are vitally important.
Let us do our best each day to maintain our standards. In doing so, we will
contribute immensely to EDO's success.

     EDO policies and procedures are based heavily on trust and respect for the
individual. We at EDO understand that ethical business conduct depends upon the
cooperation and full support of all.

     If you have questions about ethics, follow the guidelines to action
recommended below. If you are unsure of what to do in any situation, seek
guidance before you act.

HOW WE SOLVE ETHICS PROBLEMS AT EDO

     Some ethics issues we face are clear-cut and easily addressed. If the
question involves a matter of law, we follow the law. But often, the questions
are not so clear-cut and present us with difficult choices. It is impossible, of
course, to prepare in advance for all possible problems. So, the best course of
action is to understand clearly the way to solve such problems.

     These are steps to keep in mind:

1.   GET ALL THE FACTS.

     It is difficult enough to find answers with the facts; it is impossible to
     reach intelligent solutions without them.

2.   ASK YOURSELF: WHAT SPECIFICALLY AM I BEING TO DO?

     It should enable you to bring into sharp focus the proposed question you
     are faced with, and what alternatives you may have.

3.   CLARIFY YOUR RESPONSIBILITY.

     Most situations we face involve shared responsibility. Are all other
     parties informed? By getting others involved, and airing the problem, a
     good course of action usually begins to come into focus.

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                                 EDO Corporation
                            Ethical Business Conduct

Everyday, in every situation, each of us must uphold EDO's Standards

4.   IS IT FAIR?

     When the problem is not a clear-cut matter of law or company policy, this
     simple question is often a useful guide. If a course of action seems
     unfair, focus on why it seems unfair and who specifically may be wronged.
     Is it our customer? EDO's interests? Other employees? In many cases, the
     best course for ethical purposes is also the one that seems fairest to
     all concerned.

5.   DISCUSS THE PROBLEM WITH YOUR SUPERVISOR.

     This is the basic guidance for most situations, and should be considered
     during any of the above steps. In most cases, your Supervisor will have a
     broader perspective than you do, and will appreciate being brought into the
     decision-making process before it is too late. Supervisors have a prime
     responsibility to help you solve problems.

ETHICS HELP IS AVAILABLE

     In the rare case where it may not be appropriate to discuss an ethics issue
with your Supervisor, perhaps you can discuss it locally with your Human
Resources Representative or follow the process for internal contact for your
business unit. If that also is not appropriate, you can take advantage of the
toll-free number.

     COMPANY-WIDE ETHICS HOT LINE NUMBER: 1.800.622.0012

     This will put you in direct contact with the appropriate representative at
EDO who will speak with you in confidence. This representative reports directly
to the Chairperson of the Audit Committee in matters of ethics.

For employees who prefer to write, address your concerns to:

         EDO CORPORATION
         Ethics Office
         60 East 42nd Street
         42nd Floor
         New York, NY 10165

Your anonymity will be protected if your situation requires that your identity
be kept secret. If you are unsure of what to do in any situation...

                                          SEEK GUIDANCE BEFORE YOU ACT.

                                                                              15
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                                 EDO Corporation
                            Ethical Business Conduct

                                SECURITIES LAWS

Insider information is confidential and should not be acted upon in connection
with the purchase or sale of EDO's or any other company's securities or
communicated to others

SECURITIES LAWS

     Federal and state laws prohibit the purchase or sale of EDO's (or any other
public company's) securities on the basis of MATERIAL INSIDE INFORMATION.
Material Inside Information is defined as information which has not been
released to the public and which is likely to affect the value of the company's
stock. A person who, during the course of work for a company, obtains such
information can be considered an "insider". This means that that person is
liable to legal action and subject to civil and criminal penalties should he or
she buy or sell company stock on the basis of the inside information. That
person is also liable if he or she caused or "tips" others to buy or sell the
company's shares on the basis of his information. Therefore, such information is
confidential and should not be acted upon in connection with the purchase or
sale of EDO's or any other company's securities or communicated to others.

     If any staff member has a question regarding securities matters, contact
EDO's General Counsel.

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                                EDO Corporation
                            Ethical Business Conduct

Each EDO business unit will have a designated Export Compliance Specialist,
responsible for the management of this area

INTERNATIONAL SHIPMENTS, IMPORTS AND EXPORTS

     It is EDO's policy to comply with the import and export laws of the
countries in which we do business, as well as all applicable U.S. laws regarding
proper business conduct, including U.S. Government licensing of exports of the
Company's products and technology. Laws and regulations include, but are not
limited to , the Foreign Corrupt Practices Act, trading with the Enemy Act and
the Arms Export Control Act; each of which is dictated by U.S. statutes and
carries severe penalties for offenders.

     Each EDO business unit will have a designated Export Compliance Specialist,
responsible for the management of this area. (This may be a shared resource with
another business unit.) If you have a question or concern regarding anything in
this area, please contact the Specialist for your business unit.

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                                 EDO Corporation
                            Ethical Business Conduct

EDO has zero tolerance for discrimination or harassment of ANY type.

COMPUTER PROTOCOL

     EDO staff members are reminded that ALL company computer systems are and
will be monitored for appropriate use. This includes internet access, stand
alone computer software installations (that is unauthorized "borrowed" copies
being installed), telephone voice mail and electronic mail (email).

     Appropriate use means that transmitted (voice and email) correspondence
should be limited to business purposes, not personal mail, and certainly NOT as
the vehicle for disseminating "jokes", "for sale" information, solicitations of
any type, and other personal observations that one would not want to be publicly
broadcast. Email is not confidential.

     Staff members who violate company policy regarding the creation of a
hostile working environment via the electronic or other distribution of
statements or material that is unflattering, obscene, threatening or otherwise
inappropriate, on a race, gender, religion, disability, veteran, national origin
or age basis are subject to disciplinary steps that include termination of
employment.

     EDO HAS ZERO TOLERANCE FOR DISCRIMINATION OR HARASSMENT OF ANY TYPE.

     If you ever have a problem with any material communicated in this manner,
please contact either your local Human Resources Representative, your General
Manager or the Vice President of Human Resources immediately.

                                                                              21
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                                 EDO Corporation
                            Ethical Business Conduct

                   SEXUAL HARASSMENT - A ZERO TOLERANCE POLICY

The management of EDO Corporation is responsible for and fully committed to the
prevention or elimination of sexual harassment in our work place.

SEXUAL HARASSMENT - A ZERO TOLERANCE POLICY

     Harassment on the basis of sex is a form of discrimination, and a violation
of Title VII of the Civil Rights Act of 1964. Thus EDO Corporation reaffirms its
policy that all staff members have the right to be free from sexual
discrimination by any member of the work force or others who are on the
premises. This community includes, but is not limited to, employees,
contractors, vendors, and visitors.

     Employees should review the SEXUAL HARASSMENT - A ZERO TOLERANCE Brochure
specifically detailing policies and procedures. In addition, there are specific
requirements for Supervisors, of which they must be aware.

     Unwelcome sexual advances or requests for sexual favors, as a condition of
employment or career advancement by a member of supervision, will not be
tolerated. In addition, verbal or nonverbal speech or action between supervisor
and staff member or between two or more staff members or others that creates a
hostile work environment will not be condoned.

     If a staff member has a sexual harassment problem, they should make it
absolutely clear to the other person(s) that their behavior or actions are
unwelcome and that it must stop at once, If they feel uncomfortable about
approaching the individual(s) directly, then they should request that their
immediate supervisor speak on their behalf. If this does not stop the unwanted
actions or comments, then contact the facility Human Resources Representative or
the Vice President of Human Resources, and appropriate disciplinary action will
be taken, up to and including dismissal. It may even lead to personal, legal,
and financial liabilities when it has been shown that willful sexual harassment
exists against any staff member who files a sexual grievance.

     The management of EDO Corporation is responsible for and fully committed to
the prevention and elimination of sexual harassment in our work place.

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                                 EDO Corporation
                            Ethical Business Conduct

Our Affirmative Action Program at EDO Corporation is intended to effect
attainment of these goals in our organization

AFFIRMATIVE ACTION POLICY

     We at EDO Corporation believe that it is important to the future of our
country for discriminatory barriers to be eliminated so that every person will
be equal in their pursuit of employment opportunities regardless of race,
religion, color, national origin, ancestry, age, gender, disability, or veteran
status. These pursuits include, but are not limited to recruiting, hiring,
transfer, promotion, layoff, recall from layoff, "fringe benefits,"
compensation, training, education, and tuition assistance, and social and
recreational programs.

     We also believe that under the Equal Employment Opportunity doctrine, only
ability and perseverance should limit an individual's advancement. Furthermore,
we know that both the interests of our nation and our Company are best served
when we help staff members to progress.

     We believe these goals will never be reached unless all people and all
organizations dedicate themselves to their attainment. Our Affirmative Action
Program at EDO Corporation is intended to effect attainment of these goals in
our organization.

     If you have questions regarding this policy, contact your local Human
Resources Representative.

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                                 EDO CORPORATION

          60 East 42nd Street - 42nd Floor - New York, NY 10165 - USA

                                www.edocorp.com

                             [EDO CORPORATION LOGO]