CODE OF ETHICS
                      FOR CEO AND SENIOR FINANCIAL OFFICERS
                              VITROTECH CORPORATION

VitroTech Corporation (VitroTech) has a Code of Ethics applicable to all its
employees. In addition to the Code of Ethics the CEO, and all senior financial
officers are subject to the following terms and policies.

1.    The CEO and all senior financial officers are responsible for full, fair,
      accurate, timely and understandable disclosure in the periodic reports
      required to be filed by VitroTech with the Securities and Exchange
      Commission. Accordingly, it is the responsibility of the CEO and each
      senior financial officer to promptly bring to the attention of the
      appropriate officers, agents and employees involved in the preparation and
      approval of each report filed with the SEC (the "Disclosure Team") any
      material information which may affect the disclosures made by VitroTech in
      its public filings. It is also the burden of the CEO and each senior
      financial officer to assist the Disclosure Team in fulfilling its
      responsibilities in connection with the preparation and filing of reports
      that comply fully with SEC reporting requirements.

2.    The CEO and each senior financial officer shall promptly bring to the
      attention of the Audit Committee (or the Disclosure Team and Board of
      Directors, if there is no acting Audit Committee) any information he or
      she may have concerning (a) significant deficiencies in the design or
      operation of internal controls which could adversely affect VitroTech's
      ability to record, process, summarize and/or report financial data or (b)
      fraud, whether or not material, that involves management or other
      employees who have significant role in VitroTech's financial reporting,
      disclosures or internal control.

3.    The CEO and each senior financial officer shall promptly bring to the
      attention of the CEO and to the Audit Committee (or the Disclosure Team
      and Board of Directors, if there is no acting Audit Committee) any
      information he or she may have concerning any violation of VitroTech's
      Code of Ethics, including any actual or apparent conflicts of interest
      between personal and professional relationships, involving any management
      or other employees who have a significant role in VitroTech's financial
      reporting, disclosures or internal controls.

4.    The CEO and each senior financial officer shall promptly bring to the
      attention of the CEO and to the Audit Committee (or the Disclosure Team
      and Board of Directors, if there is no acting Audit Committee) any
      information he or she may have concerning evidence of a material violation
      of the securities or other laws, rules or regulations applicable to
      VitroTech and the operation of its business, by VitroTech or any agent
      thereof, or of violation of the Code of Ethics or of these additional
      policies and procedures.

5.    The Board of Directors shall determine, or designate appropriate persons
      to determine, appropriate action to be taken in the event of violations of
      the Code of Ethics or of these additional terms and policies by the CEO
      and/or any of the senior financial officers. Such actions shall be
      reasonably designed to deter wrongdoing and to promote accountability for
      adherence to the Code of Ethics and to these additional terms and
      policies, and shall include written notices to the individual involved
      that the Board has determined that there has been a violation, censure by
      the Board, demotion or re-assignment of the individual involved,
      suspension with or without pay or benefits (as determined by the Board)
      and termination of the individual's employment. In determining what action
      is appropriate in a particular case, the Board of Directors or such
      designee shall take into account all relevant information, including that
      nature and severity of the violation, whether the violation was a single
      occurrence or repeated occurrences whether the violation appears to have
      been intentional, inadvertent, whether the individual in question had been
      advised prior to the violation as to the proper course of action and
      whether or not the individual in question had committed or violations in
      the past.