Exhibit 14

                             DND Technologies, Inc.
                       Code of Business Conduct and Ethics

I.    INTRODUCTION

The following Code of Business Conduct and Ethics (the "Code") has been adopted
by the Board of Directors (the "Board") of DND Technologies, Inc. (the
"Company") to assist employees and directors in conducting our business in
accordance with all applicable laws, rules, and regulations and the highest
ethical standards.

II.   COMPLIANCE AND REPORTING

Any employee, officer or director who becomes aware of any existing or potential
violation of laws, rules, regulations, or this Code is required to notify the
Board of Directors promptly. Failure to do so is itself a violation of this
Code. To encourage employees, officers and directors to report any violations,
the Company will not allow retaliation for reports made in good faith.

The Board of Directors is responsible for applying these policies to specific
situations in which questions may arise and has the authority to interpret these
policies in any particular situation. Any questions relating to how these
policies should be interpreted should be addressed to the Board of Directors.

III.  CONFLICT OF INTEREST

A "conflict of interest" occurs when an individual's private interest interferes
or appears to interfere with the interests of the Company. Conflicts of interest
are prohibited as a matter of Company policy, unless approved in advance by the
Company. In particular, an employee, officer, or director must never use or
attempt to use his or her position at the Company to obtain any improper
personal benefit for himself or herself, for his or her family, or for any other
person.

An employee, officer, or director who is aware of a conflict of interest or is
concerned that a conflict might develop, is required to discuss the matter with
the Board of Directors promptly.

IV.   COMPLIANCE WITH LAWS, RULES, AND REGULATIONS

It is the Company's policy to comply with all applicable laws, rules, and
regulations. It is the personal responsibility of each employee, officer and
director to adhere to the standards and restrictions imposed by those laws,
rules, and regulations.

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V.    CORPORATE OPPORTUNITIES

Employees, officers and directors owe a duty to the Company to advance the
Company's legitimate business interests when the opportunity to do so arises.
Employees, officers and directors are prohibited from taking for himself or
herself (or directing to a third party) a business opportunity that is
discovered through the use of company property, information or position, unless
the Company has already been offered the opportunity and turned it down. More
generally, employees, officers and directors are prohibited from using company
property, information, or position for personal gain or competing with the
Company.

Sometimes the line between personal and company benefits is difficult to draw,
and sometimes both personal and company benefits may be derived from certain
activities. The only prudent course of conduct for our employees and directors
is to make sure that any use of company property or services that is not solely
for the benefit of the Company is approved beforehand through the Board of
Directors.

VI.   CONFIDENTIALITY

In carrying out the Company's business, employees, officers and directors often
learn confidential or proprietary information about the Company, its customers,
prospective customers, or other third parties. Employees, officers and directors
must maintain the confidential information so entrusted to them, except when
disclosure is authorized or legally mandated. Confidential or proprietary
information includes, among other things, any non-public information concerning
the Company, including its businesses, financial performance, results or
prospects, and any non-public information provided by a third party with the
expectation that the information will be kept confidential and used solely for
the business purpose for which it was conveyed.

VII.  FAIR DEALING

We have a history of succeeding through honest business competition. We do not
seek competitive advantages through illegal or unethical business practices.
Each employee, officer and director should endeavor to deal fairly with the
Company's customers, service providers, suppliers, competitors, and employees.
No employee, officer or director should take unfair advantage of anyone through
manipulation, concealment, abuse of privileged information, misrepresentation of
material facts, or any unfair dealing practice.

VIII. EQUAL EMPLOYMENT OPPORTUNITY AND HARASSMENT

Our focus in personnel decisions is on merit and contribution to the Company's
success. Concern for the personal dignity and individual worth of every person
is an indispensable element in the standard of conduct that we have set for
ourselves. The Company affords equal employment opportunity to all qualified
persons without regard to any impermissible criterion or circumstance. This
means equal opportunity in regard to each individual's terms and conditions of
employment and in regard to any other matter that affects in any way the working


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environment of the employee. We do not tolerate or condone any type of
discrimination prohibited by law, including harassment.

IX.   PROTECTION AND PROPER USE OF CORPORATE ASSETS

All employees, officers and directors should protect the Company's assets and
ensure their efficient use. All Company assets should be used for legitimate
business purposes only.

X.    INSIDER TRADING

Employees, officers and directors who have access to confidential information
are not permitted to use or share that information for stock trading purposes or
for any other purpose except the conduct of our business. All non-public
information about the Company should be considered confidential information. To
use non-public information for personal financial benefit or to "tip" others who
might make an investment decision on the basis of this information is not only
unethical but also illegal. If you have any questions, please consult the Board
of Directors.

XI.   WAIVERS OF THIS CODE

From time to time, the Company may waive some provisions of this Code. Any
employee, officer, or director who believes that a waiver may be called for
should discuss the matter with the Company's Board of Directors. Any waiver of
the Code for executive officers or directors of the Company may be made only by
the Board of Directors or a committee of the Board.


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