EXHIBIT 14

                                 APOLO GOLD INC.
                                 CODE OF ETHICS

              Principles Governing Professional and Ethical Conduct

It is the policy of APOLO GOLD Inc. (the "Company") that the Company's Board of
Directors, Chief Executive Officer, Chief Financial Officer, principal
accounting officer and controller (or persons performing similar functions) and
all employees adhere to, advocate and promote the following principles:

     o    Loyalty to the interests of our shareholders, customers, suppliers,
          fellow employees, strategic partners and other business associates;
     o    Honest and ethical conduct in any action, practice or course of
          conduct within the Company or with its business partners;
     o    Honest and ethical conduct, including the ethical handling of actual
          or apparent conflicts of interest between personal and professional
          relationships;
     o    Full, fair, accurate, timely and understandable disclosure in reports
          and documents that the Company files with, or submits to, the
          Securities and Exchange Commission (the "SEC") and other public
          communications made by the Company; and
     o    Compliance with laws, rules and regulations applicable to the Company.

Conflicts of interest

     o    Insiders (directors, officers and employees of the Company) shall
          maintain a high degree of integrity in the conduct of the Company's
          business and maintain independent judgment. Each insider must avoid
          any activity or personal interest that creates, or reasonably appears
          to create, a conflict between his/her interests and the interests of
          the Company. A conflict of interest arises any time such a person has
          a duty or interest that may conflict with the proper and impartial
          fulfillment of such person's duties, responsibilities or obligations
          to the Company, such as:
          o    Making an investment that may affect his/her business decisions;
          o    Owning a meaningful financial interest in, or being employed by,
               an organization that competes with or whose interests could
               reasonably be expected to conflict with those of the Company;
          o    Owning a meaningful interest in, or being employed by, an
               organization that does, or seeks to do, business with the Company
          o    Making a decision on a matter where such person's self-interests
               may reasonably call into question the appropriateness of the
               decision;
          o    Being employed by or accepting compensation from any other person
               as a result of business activity or prospective business activity
               affecting the Company;

     o    No insider shall direct, or seek to direct, any Company business to
          any business enterprise in which the insider or his or her family
          member has a meaningful ownership position or serves in a leadership
          capacity
     o    No insider shall seek or accept for his or her self or for any family
          member any favors, preferential treatment, special benefits, gifts,
          loans or other consideration as a result of such insider's association
          with a business associate or with the company, except those customary
          and usual benefits directly provided by a business associate of the
          company. The foregoing, however, does not prohibit receipt of gifts
          from business associates that are of nominal value consistent with
          accepted business practices.

Corporate Opportunities and Transactions with Business Associates

     Insiders and their family members must not profit, directly or indirectly,
     due to their position in the Company to the detriment, or at the expense,
     of the Company or any of its business associates. No insider shall take for
     his or her own advantage any business opportunity for profit, which he or
     she learns about as a result of his or her position with the Company.

Confidentiality

     o    No insider or family member shall discuss with, or inform others
          about, any actual or contemplated business transaction by the Company
          or any business associate except as required in the performance of the
          Insider's employment duties and then only for the benefit of the
          Company of the Business Associate, as appropriate, and in no event for
          personal gain or for the benefit of any other third party.
     o    No insider or family member shall give any information to any third
          party about any pending or proposed business transaction of the
          Company or its business Associates unless expressly authorized to do
          so by the Company's Chief Executive Officer.
     o    No insider or family member other than the Company's Chief Executive
          Officer, Chief Financial Officer or Chairman of the Board may discuss
          the Company or its business associates with any member of the press or
          media except with the prior authorization of the compliance officer.

Document Retention

          The company will comply fully with all laws and regulations relating
     to the retention and preservation of records. All insiders shall comply
     fully with the Company's policies regarding the retention and preservation
     of records. Under no circumstances may Company records be destroyed
     selectively or maintained outside Company premises or designated storage
     facilities.

          If the existence of a subpoena or impending government investigation
     becomes known to an insider, he or she must immediately contact the chief
     executive officer and the chair of the audit committee. Insiders must
     retain all records and documents that may be responsive to a subpoena or
     pertain to an investigation.

Reporting and Treatment of Violations

Persons who become aware of suspected violations of this Code should report such
suspected violations promptly to the Chairman of the Company's Board of
Directors. To assist in the response to or investigation of the alleged
violation, the report should contain as much specific information as possible to
allow for proper assessment of the nature, extent and urgency of the alleged
violation. Without limiting the foregoing, the report should, to the extent
possible, contain the following information:

     o    the alleged event, matter or issue that is the subject of the alleged
          violation;
     o    the name of each person involved;
     o    if the alleged violation involves a specific event or events, the
          approximate date and location of each event; and
     o    any additional information, documentation or other evidence available
          relating to the alleged violation.

The Board of Directors shall have the power to monitor, investigate, make
determinations and recommend action to the Board of Directors with respect to
violations of this Code. In determining whether a violation of this Code has
occurred, the Board of Directors may take into account:

     o    the nature and severity of the violation;
     o    whether the violation was a single occurrence or involved repeated
          occurrences;
     o    whether the violation appears to have been intentional or inadvertent;
     o    whether the person in question had been advised prior to the violation
          as to the proper course of action;
     o    whether the person in question had committed other violations in the
          past; and
     o    such other facts and circumstances as the Audit Committee shall deem
          advisable in the context of the alleged violation.

Consequences of Violations

If a violation is substantiated, the Board of Directors may impose such
sanctions or take such actions as it deems appropriate, including, but not
limited to, the following:

     o    Disciplinary action (including censure, re-assignment, demotion,
          suspension or termination);
     o    Pursuit of any and all remedies available to the Company for any
          damages or harm resulting from a violation, including injunctive
          relief; and
     o    Referral of matters to appropriate legal or regulatory authorities for
          investigation and prosecution.

Requests for Waivers and Changes in Code

A waiver of a provision of this Code shall be requested whenever there is
reasonable likelihood that a contemplated action will violate the Code. Any
waiver (including an implicit waiver) that constitutes a material departure from
a provision of this Code shall be publicly disclosed on a timely basis, to the
extent required by applicable rules and regulations of the SEC. In addition, any
amendments to this Code (other than technical, administrative or other
non-substantive amendments) shall be publicly disclosed on a timely basis, to
the extent required by applicable rules and regulations of the SEC.
Every director and employee is required to sign this policy.
I have received, read and understand this policy -

Signed_______________________, Date______________________


Name________________________ Employee [  ]   Director [  ]




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