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EXHIBIT 14
 
 Alion Code of
Ethics,
Conduct,
and Responsibility
(Second Edition)
 
  September 2004




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Code of Ethics,
Conduct, and Responsibility
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TABLE OF CONTENTS
 INTRODUCTION
    
    
    1COMPLIANCE WITH LAWS AND REGULATIONS
    
    
    2GENERAL MATTERS APPLICABLE TO GOVERNMENT CONTRACTS
    
    
    2PROTECTING SHAREHOLDER VALUE AND COMPLIANCE WITH APPLICABLE 
SECURITIES LAWS
    
    
    3INTEGRITY IN SCIENTIFIC RESEARCH
    
    
    4CONFLICTS OF INTEREST AND OUTSIDE ACTIVITIES
    
    
    4DISCRIMINATION AND HARASSMENT, INCLUDING SEXUAL HARASSMENT
    
    
    5EMPLOYMENT OF CURRENT AND FORMER GOVERNMENT EMPLOYEES
    
    
    6GRATUITIES, BRIBES AND KICKBACKS
    
    
    6GOVERNMENT PROPRIETARY AND SOURCE SELECTION INFORMATION
    
    
    7GOVERNMENT AND COMPANY INVESTIGATIONS
    
    
    7POLITICAL ACTIVITIES
    
    
    8OFFICE AUTOMATION AND INFORMATION SYSTEMS
    
    
    8PROTECTION OF CONFIDENTIAL AND/OR
    
    
    9PROPRIETARY INFORMATION AND INTELLECTUAL PROPERTY
    
    
    9SECURITY OF U.S. GOVERNMENT CLASSIFIED INFORMATION
    
    
    10TIME REPORTING AND COST CHARGING
    
    
    10DEALING WITH COMPETITORS
    
    
    11DOING BUSINESS OVERSEAS
    
    
    11VIOLATIONS
    
    
    12SUMMATION
    
    
    12
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ALION CODE OF ETHICS, CONDUCT, AND RESPONSIBILITY
 INTRODUCTION
 all of its
 immediately 1-888-230-5459 1-703-269-3487
 Ethics Contact
List .
   Ethics Compliance Program. Group Compliance
Officer Guide .
 Alion Intraweb Employees are responsible for being familiar with and complying with
these policies and procedures
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COMPLIANCE WITH LAWS AND REGULATIONS
   GENERAL MATTERS APPLICABLE TO GOVERNMENT CONTRACTS
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PROTECTING SHAREHOLDER VALUE AND COMPLIANCE WITH APPLICABLE SECURITIES LAWS
(See Policy Nos. TA1.01, TA3.02 and TA11.01)
  Proper Accounting:
 Recording and Reporting Information:
 Disclosure Obligations and Procedures:
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Discussing Company Affairs:
 INTEGRITY IN SCIENTIFIC RESEARCH
(See Policy No. EC1.01)
   CONFLICTS OF INTEREST AND OUTSIDE ACTIVITIES
(See Policy No. EC1.01)
    
    
    With prior approval of the Group Manager, an employee may serve as a lecturer or
instructor in a school. With the prior approval of the Group Manager, Sector Manager
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and the Chief Executive Officer, an employee may participate in government and
professional society advisory committees. Unless otherwise approved in writing by the
Chief Executive Officer, Alion shall be entitled to any fees, honoraria, compensation,
reimbursed expenses, or per diem received by the employee.
    
    No approvals are required for participation in religious, educational, professional,
or charitable organizations that are not-for-profit, do not require substantial time
commitments, and have no present or anticipated conflict of interest with Alion.
    
    Serving in the capacity of director or officer of an outside for-profit organization
requires approval of the Chief Executive Officer.
    
    Employees appointed by the Chief Executive Officer may serve as a director, officer,
or in another management capacity of Alion-controlled entities and Alion affiliates.
    
    Accepting sales commissions, professional fees, or other forms of remuneration from
outside Alion in connection with, or resulting from, duties or responsibilities as an
employee of Alion is prohibited.
    
    Directly or indirectly engaging in, or holding financial interests in a business
enterprise that competes with, or is a customer, or does a material part of its own
business with Alion is prohibited. However, an employee may own securities of
enterprises that are listed or traded through any registered or licensed broker in a
recognized over-the-counter market, provided such ownership does not give the employee
any significant measure of control or influence, he/she is not a principal, and such
securities are not acquired or disposed in a violation of the insider information
rules or other applicable laws. Employees must realize that these rules and laws may
change and evolve; they must ensure that their conduct meets currently applicable
standards.
    
    Employees are prohibited from using for personal, financial, or business gain a
customers or Alions privileged or confidential information that has not been made
available to the public. Written approval from the Group Manager, Sector Manager and
the Chief Executive Officer is needed if the employee has a compensated or
uncompensated employment relationship besides Alion other than those as noted above.
 DISCRIMINATION AND HARASSMENT, INCLUDING SEXUAL HARASSMENT
(See Policy No. HR1.02)
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EMPLOYMENT OF CURRENT AND FORMER GOVERNMENT EMPLOYEES
(See Policy No. EC1.08)
   GRATUITIES, BRIBES AND KICKBACKS
(See Policy No. EC1.04)
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GOVERNMENT PROPRIETARY AND SOURCE SELECTION INFORMATION
(See Policy No. EC1.04)
  GOVERNMENT AND COMPANY INVESTIGATIONS
(See Policy Nos. EC1.03 and EC1.06)
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POLITICAL ACTIVITIES
(See Policy No. EC1.01)
   OFFICE AUTOMATION AND INFORMATION SYSTEMS
(See Policy Nos. IT1.01 and IT1.04)
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PROTECTION OF CONFIDENTIAL AND/OR
PROPRIETARY INFORMATION AND INTELLECTUAL PROPERTY
(See Policy No. EC1.07)
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SECURITY OF U.S. GOVERNMENT CLASSIFIED INFORMATION
(See Policy No. EC1.05)
    TIME REPORTING AND COST CHARGING
(See Policy No. TA4.03)
   10




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DEALING WITH COMPETITORS
(See Policy No. EC1.01)
  DOING BUSINESS OVERSEAS
(See Policy No. AD7.01)
  
    
    Foreign Corrupt Practices Act (FCPA)
    
    Antiboycott Laws
    
    Embargo Regulations
    
    Export/Import Laws and Regulations
 Foreign Corrupt Practices Act (FCPA) :
 
    
    Prohibit the making of bribes, kickbacks, or other forms of corrupt,
illegal or improper payments to government officials for the purpose of obtaining or
retaining business.
    
    Require that the financial books, records and accounts of the Company are
accurate, current and complete in all respects, and that the Company has a system of
internal accounting controls to ensure accurate books, records and accounts.
 Antiboycott Laws :
 Embargo Regulations :
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The Export/Import Laws and Regulations (EAR) :
 
    
    Prohibit the export and re-export of certain U.S. origin products and
control the export of certain products or technical data.
 
    
    Require the use of an export license or license exception to export
outside the U.S., certain controlled products or technical data specifically identified
by United States Government regulations.
  VIOLATIONS
(See Policy No. HR2.08)
 Ethics
Compliance.
  SUMMATION
 Ethics Contact List
  12