Exhibit 14.1


                           BIG CAT MINING CORPORATION
                                 (the "Company")

                       CODE OF ETHICS AND BUSINESS CONDUCT
                      FOR THE SENIOR EXECUTIVE OFFICER AND
                            SENIOR FINANCIAL OFFICERS
                                  (the "Code")

This Code applies to the Chief Executive Officer, President, Secretary, Chief
Financial Officer, Principal Executive Officer, Principal Financial Officer,
Principal Accounting Officer, Controller and persons performing similar
functions within the Company (the "Senior Officers"). This Code covers a wide
range of business practices and procedures. It does not cover every issue that
may arise, but it sets out basic principles to guide all Senior Officers of the
Company. All Senior Officers should conduct themselves accordingly and seek to
avoid the appearance of improper behaviour in any way relating to the Company.

Any Senior Officer who has any questions about the Code should consult with the
Chief Executive Officer, the Company's board of directors (the "Board") or the
Company's audit committee (the "Audit Committee").

The Company has adopted the Code for the purpose of promoting:

     |X|  honest and ethical conduct, including the ethical handling of actual
          or apparent conflicts of interest between personal and professional
          relationships;

     |X|  full, fair, accurate, timely and understandable disclosure in all
          reports and documents that the Company files with, or submits to, the
          Securities and Exchange Commission ("SEC") and in other public
          communications made by the Company that are within the Senior
          Officer's area of responsibility;

     |X|  compliance with applicable governmental laws, rules and regulations;

     |X|  the prompt internal reporting of violations of the Code; and

     |X|  accountability for adherence to the Code.

HONEST AND ETHICAL CONDUCT

Each Senior Officer owes a duty to the Company to act with integrity. Integrity
requires, among other things, being honest and candid. Senior Officers must
adhere to a high standard of business ethics and are expected to make decisions
and take actions based on the best interests of the Company, as a whole, and not
based on personal relationships or benefits. Generally, a "conflict of interest"
occurs when a Senior Officer's personal interest is, or appears to be,
inconsistent with, interferes with or is opposed to the best interests of the
Company or gives the appearance of impropriety.

Business decisions and actions must be made in the best interests of the Company
and should not be influenced by personal considerations or relationships.
Relationships with the Company's stakeholders - for example suppliers,
competitors and customers - should not in any way affect a Senior Officer's
responsibility and accountability to the Company. Conflicts of interest can
arise when a Senior Officer or a member of his or her family receives improper
gifts, entertainment or benefits as a result of his or her position in the
Company.

Specifically, each Senior Officer must:

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     1.   act with integrity, including being honest and candid while still
          maintaining the confidentiality of information when required or
          consistent with the Company's policies;

     2.   avoid violations of the Code, including actual or apparent conflicts
          of interest with the Company in personal and professional
          relationships;

     3.   disclose to the Board or the Audit Committee any material transaction
          or relationship that could reasonably be expected to give rise to a
          breach of the Code, including actual or apparent conflicts of interest
          with the Company;

     4.   obtain approval from the Board or Audit Committee before making any
          decisions or taking any action that could reasonably be expected to
          involve or result in a conflict of interest or the appearance of a
          conflict of interest;

     5.   observe both the form and spirit of laws and governmental rules and
          regulations, accounting standards and Company policies;

     6.   maintain a high standard of accuracy and completeness in the Company's
          financial records;

     7.   ensure full, fair, timely, accurate and understandable disclosure in
          the Company's periodic reports filed from time-to-time with the SEC;

     8.   report any violations of the Code to the Board or Audit Committee;

     9.   proactively promote ethical behaviour among peers in his or her work
          environment; and

     10.  maintain the skills appropriate and necessary for the performance of
          his or her duties.

DISCLOSURE OF COMPANY INFORMATION

As a result of the Company's status as a public company, it is required to file
periodic and other reports with the SEC. The Company takes its public disclosure
responsibility seriously and desire to ensure that these reports furnish the
marketplace with full, fair, accurate, timely and understandable disclosure
regarding the financial and business condition of the Company. All disclosures
contained in reports and documents filed with or submitted to the SEC, or other
government agencies on behalf of the Company or contained in other public
communications made by the Company must be complete and correct in all material
respects and understandable to the intended recipient.

The Senior Officers, in relation to their area of responsibility, must be
committed to providing timely, consistent and accurate information in compliance
with all legal and regulatory requirements. It is imperative that this
disclosure be accomplished consistently during both good times and bad and that
all parties in the marketplace have equal or similar access to this information.

All of the Company's books, records, accounts and financial statements must be
maintained in reasonable detail, must appropriately reflect the Company's
transactions, and must conform both to applicable legal requirements and to the
Company's system of internal controls. Unrecorded or "off the book" funds,
assets or liabilities should not be maintained unless permitted by applicable
law or regulation. Senior Officers involved in the preparation of the Company's
financial statements must prepare those statements in accordance with generally
accepted accounting principles, consistently applied, and any other applicable
accounting standards and rules so that the financial statements materially,
fairly and completely reflect the business transactions and financial statements
and related condition of the Company. Further, it is important that financial
statements and related disclosures be free of material errors.

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Specifically, each Senior Officer must:

     1.   familiarize himself or herself with the disclosure requirements
          generally applicable to the Company;

     2.   not knowingly misrepresent, or cause others to misrepresent, facts
          about the Company to others, including the Company's independent
          auditors, governmental regulators, self-regulating organizations and
          other governmental officials;

     3.   to the extent that he or she participates in the creation of the
          Company's books and records, promote the accuracy, fairness and
          timeliness of those records; and

     4.   in relation to his or her area of responsibility, properly review and
          critically analyze proposed disclosure for accuracy and completeness.

CONFIDENTIAL INFORMATION

Senior Officers, directors and employees must maintain the confidentiality of
confidential information entrusted to them by the Company of its customers,
suppliers, joint venture partners, or others with whom the Company is
considering a business or other transaction except when disclosure is authorized
by an executive officer or required or mandated by laws or regulations.
Confidential information includes all non-public information that might be
useful or helpful to competitors or harmful to the Company or its customers or
suppliers, if disclosed. It also includes information that suppliers, customers
and other parties have entrusted to the Company. The obligation to preserve
confidential information continues even after employment ends.

Records containing personal data about employees or private information about
customers and their employees are confidential. They are to be carefully
safeguarded, kept current, relevant and accurate. They should be disclosed only
to authorized personnel or as required by law.

All inquiries regarding the Company from non-employees, such as financial
analysts and journalists, should be directed to the Board or the Audit
Committee. The Company's policy is to cooperate with every reasonable request of
government investigators for information. At the same time, the Company is
entitled to all of the safeguards provided by law for the benefit of persons
under investigation or accused of wrongdoing, including legal representation. If
a representative of any government or government agency seeks an interview or
requests access to data or documents for the purposes of an investigation, the
Senior Officer should refer the representative to the Board or the Audit
Committee. Senior Officers also should preserve all materials, including
documents and e-mails that might relate to any pending or reasonably possible
investigation.

COMPLIANCE WITH LAWS

The Senior Officers must respect and obey all applicable foreign, federal, state
and local laws, rules and regulations applicable to the business and operations
of the Company.

Senior Officers who have access to, or knowledge of, material nonpublic
information from or about the Company are prohibited from buying, selling or
otherwise trading in the Company's stock or other securities. "Material
nonpublic" information includes any information, positive or negative, that has
not yet been made available or disclosed to the public and that might be of
significance to an investor, as part of the total mix of information, in
deciding whether to buy or sell stock or other securities.

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Senior Officers also are prohibited from giving "tips" on material nonpublic
information, that is directly or indirectly disclosing such information to any
other person, including family members, other relatives and friends, so that
they may trade in the Company's stock or other securities.

Furthermore, if, during the course of a Senior Officer's service with the
Company, he or she acquires material nonpublic information about another
company, such as one of our customers or suppliers, or you learn that the
Company is planning a major transaction with another company (such as an
acquisition), the Senior Officer is restricted from trading in the securities of
the other company.

REPORTING ACTUAL AND POTENTIAL VIOLATIONS OF THE CODE AND ACCOUNTABILITY FOR
COMPLIANCE WITH THE CODE

The Company, through the Board or the Audit Committee, is responsible for
applying this Code to specific situations in which questions may arise and has
the authority to interpret this Code in any particular situation. This Code is
not intended to provide a comprehensive guideline for Senior Officers in
relation to their business activities with the Company. Any Senior Officer may
seek clarification on the application of this Code from the Board or the Audit
Committee.

Each Senior Officer must:

     1.   notify the Company of any existing or potential violation of this
          Code, and failure to do so is itself a breach of the Code; and

     2.   not retaliate, directly or indirectly, or encourage others to do so,
          against any employee or Senior Officer for reports, made in good
          faith, of any misconduct or violations of the Code solely because that
          employee or Senior Officer raised a legitimate ethical issue.

The Board or the Audit Committee will take all action it considers appropriate
to investigate any breach of the Code reported to it. All Senior Officers,
directors and employees are required to cooperate fully with any such
investigations and to provide truthful and accurate information. If the Board or
the Audit Committee determines that a breach has occurred, it will take or
authorize disciplinary or preventative action as it deems appropriate, after
consultation with the Company's counsel if warranted, up to and including
termination of employment. Where appropriate, the Company will not limit itself
to disciplinary action but may pursue legal action against the offending Senior
Officer involved. In some cases, the Company may have a legal or ethical
obligation to call violations to the attention of appropriate enforcement
authorities.

Compliance with the Code may be monitored by audits performed by the Board,
Audit Committee, the Company's counsel and/or by the Company's outside auditors.
All Senior Officers, directors and employees are required to cooperate fully
with any such audits and to provide truthful and accurate information.

Any waiver of this Code for any Senior Officer or director may be given only by
the Board or the Audit Committee and will be promptly disclosed to stockholders
and others, as required by applicable law. The Company must disclose changes to
and waivers of the requirements imposed by the Code in accordance with
applicable law.