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                                   EXHIBIT 14

                                 CODE OF ETHICS

         The Chief Executive Officer, Principal Financial Officer, Principal
Accounting Officer and Controller (together, the "Officers") of Capital Growth
Systems, Inc. (the "Company") have an obligation to the Company, its
stockholders and the public investor community to maintain the highest standards
of honest and ethical conduct. In recognition of this obligation, the Officers
have adopted the following standards of ethical conduct. Adherence to these
standards is integral to achieving the objectives of the Company and its
stockholders. None of the Officers shall commit acts contrary to these standards
nor shall they condone the commission of such acts by advisors, agents or others
engaged by the Company.

                                   Competence

The Officers have a responsibility to:

         -        Maintain an appropriate level of professional competence by
                  continuing development of their knowledge and skills.

         -        Perform their professional duties in accordance with relevant
                  laws, regulations, and technical standards.

         -        Prepare full, fair, accurate, timely and understandable
                  financial statements, reports and recommendations after
                  appropriate analyses of relevant and reliable information.

                                 Confidentiality

The Officers have a responsibility to protect the Company by:

         -        Refraining from disclosing to others confidential information
                  acquired in the course of their work except when authorized to
                  do so.

         -        Refraining from using or appearing to use confidential
                  information acquired in the course of their work for unethical
                  or illegal advantage either personally or through third
                  parties.

                                    Legality

The Officers have a responsibility to:

         -        Comply with rules and regulations of federal, state and local
                  governments, and appropriate private and public regulatory
                  agencies or organizations.

         -        Act in good faith, responsibly, without misrepresenting
                  material facts or allowing their independent judgment to be
                  compromised.

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         -        Avoid actual or apparent conflicts of interest between
                  personal and Company-related relationships and advise the
                  Audit Committee of any prospective or existing potential
                  conflict.

         -        Refrain from engaging in any activity that would prejudice
                  their ability to carry out their duties ethically.

         -        Refuse any gift, favor, or hospitality that would influence or
                  would appear to influence their actions.

         -        Refrain from engaging in or supporting any activity that would
                  discredit the Company.

         -        In any dealings with a government official, supplier, or other
                  person or entity, the Officers shall not request, accept, or
                  offer to give any significant thing of value, the purpose or
                  result of which could be to influence the bona fide business
                  relations between the Company and such persons or entities.

                        Integrity of Financial Statements

The Officers shall assure that:

         -        No funds or assets of the Company shall be used for any
                  purpose that would be in violation of any applicable law or
                  regulation.

         -        No contributions shall be made by or on behalf of the Company
                  to any political candidate, party, or campaign either within
                  or without the United States.

         -        No fund or asset of the Company shall be established or
                  maintained that is not reflected on the books and records of
                  the Company.

         -        No false, artificial, or misleading entries in the books and
                  records of the Company shall be made.

         -        No transaction shall be effected and no payment shall be made
                  by or on behalf of the Company with the intention or
                  understanding that the transaction or payment is other than as
                  described in the documentation evidencing the transaction or
                  supporting the payment.

                              Prohibition of Loans

         -        No Officer shall request or accept a loan or advance from the
                  Company.

The Officers of the Company shall be responsible for the enforcement of the
policies set forth in this Code of Ethics. Should any information or knowledge
regarding any transaction or activity prohibited by this Code of Ethics come to
the attention of an Officer, it shall promptly be reported to the Audit
Committee of the Company. The Officers will be required on an annual basis to
certify their compliance with this Code of Ethics.