EXHIBIT 14.1

                [graphic of puraDYN FILTER TECHNOLOGIES, INC. ]

BUSINESS ETHICS AND CONFLICTS OF INTEREST STATEMENT OF puraDYN FILTER
TECHNOLOGIES, INC. AND SUBSIDIARY COMPANIES (THE "COMPANY")

 Set forth below is the Business Ethics and Conflicts of Interest Statement for
                        puraDYN Filter Technologies, Inc.

CONFLICTS OF INTEREST

         The Company expects its directors, officers and employees, who have a
duty of loyalty to the Company, to maintain their independence, conduct the
Company's affairs on an arm's length basis, and not to engage in business or
financial activities that may have any actual or apparent conflict of interests
with those of the Company. A conflict situation can arise when an employee,
officer or director takes actions or has interests that may make it difficult to
perform his or her work objectively and effectively. Conflicts of interest also
arise when an employee, officer, or director, or a member of his or her family,
receives improper personal benefits as a result of his or her position in the
Company. If such a situation arises, employees must immediately report the
circumstances to the Chairman of The Board, Joseph V. Vittoria, telephone:
561.523.2166, or Chairman of the Audit Committee, Michael Castellano, telephone:
484-557-6939.

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Any employee reporting any breach or violation of this policy will not be
exposed or subject to any retribution or retaliation by any other employee or
executive of puraDYN. Any explicit or implicit threats in this regard will not
be tolerated by puraDYN. If any employee believes that they have been subject to
any such threats or actions, these should be reported directly to the Chairman
of the Board or the Chairman of the Audit Committee of puraDYN. The Chief
Executive Officer and members of the Board of Directors must report any such
circumstances to the Chairman of the Board or the Chairman of the Audit
Committee.

It is not possible to identify every circumstance that may lead to a conflict of
interest, but the following are common examples:

         o   The holding by a director, officer, employee or any member of his
             or her immediate family, of any substantial financial interest in
             any company, business or other enterprise which has material
             business dealings with the Company. Interests of less than $10,000
             (USD) or which, regardless of value, amount to less than 1% of such
             company, business or enterprise, are not considered substantial.

         o   The holding by any officer, director, employee or member of his or
             her immediate family, of any substantial financial interest in any
             company, business or enterprise which engages in any field of
             activity that is engaged in by the Company. Interests of less than
             $10,000 (USD) or which, regardless of value, amount to less than 1%
             of such competitive company, business or enterprise, are not
             considered substantial.

         o   Acting as a director, officer, employee, or in any other capacity
             for any company, business or enterprise with which the Company has
             a competitive or any other significant business relationship.

         o   Acceptance by a director, officer or employee, or any member of
             their family, of anything of value (lavish entertainment, trips,
             etc.) from suppliers or any company,

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         o   business or enterprise that has any material relationship with the
             Company. This Policy is not intended to include occasional light
             entertainment by the supplier or the exchange of non-monetary
             gifts, provided the value is nominal.

         o   Knowingly competing with the Company in the purchase or sale of any
             kind of property, tangible or intangible, or by diverting from the
             Company, for your own or any other person's benefit or otherwise, a
             business opportunity in which the Company has or is likely to have
             an interest.

         o   Use by any director, officer or employee, of Company assets (funds,
             facilities, equipment, know-how or personnel) for other than
             business purposes, or for any personal endeavors from which you
             might benefit.

         In the event that any of the foregoing relationships exist or arise, it
is important that they be promptly brought to the attention of the Company's
Chief Executive Officer or Chief Financial Officer No such relationship shall be
permitted to exist, continue or develop, without the written consent of the
Company's Chief Executive Officer or Chief Financial Officer.

UNAUTHORIZED USE OF CORPORATE FUNDS AND ASSETS

         The use of the Company's funds or assets for any unlawful or improper
purpose is strictly prohibited. Examples include but are not limited to the
diversion of corporate funds or assets for personal use, as well as illegal
corporate political contributions to candidates, parties, or governmental
officials and payments to induce government officials or customers to purchase
the Company's goods and services. Legal corporate political contributions on
behalf of the Company are also prohibited unless authorized in writing by the
Chief Executive Officer or Chief Financial Officer. All such payments must be
reported to the Chief Executive Officer or Chief Financial Officer and must be
fully and accurately disclosed in the Company's books and records. All
directors, officers or employees of the Company are responsible for

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adherence to this policy. In addition, the Company requires adherence to the
following standards:

         o   No undisclosed or unrecorded fund or asset of the Company shall be
             established for any purpose.

         o   No false or artificial entries shall be made in the books or
             records of the Company for any reason, and no director, officer or
             employee shall engage in any arrangement that results in such a
             prohibited act.

         o   No payment on behalf of the Company shall be approved or made with
             the intent or understanding that any part of such payment is to be
             used for any purpose other than that described by the documents
             supporting the payment.

         o   Any director, officer or employee having information or knowledge
             of any unrecorded fund or asset or any prohibited act shall
             promptly report such matter to the Chief Executive Officer or Chief
             Financial Officer of the Company.

         All officers shall be responsible for the enforcement of and compliance
with these policies, including the necessary distribution of this document to
ensure employee knowledge, understanding and compliance.

UNAUTHORIZED USE AND DISCLOSURE OF CONFIDENTIAL AND INSIDE INFORMATION

         During the course of performing their duties, officers, directors and
employees of the Company may come into possession of confidential information
about the Company, including its business, financial condition and prospects.
Due to the public market that exists for our stock, the Company and its
officers, directors and employees could be in violation of applicable rules of
the Securities and Exchange Commission if selective or premature public
disclosure is made of material non-public information.

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         It is the Company's goal to protect shareholder investments through
strict enforcement of the prohibition against insider trading set forth in
federal securities laws and regulations. No director, officer or employee may
buy or sell securities of puraDYN at a time when in possession of "material
non-public information." (There is, however, an exception for trades made
pursuant to certain pre-existing trading plans established in compliance with
applicable law.) Passing such information to someone who may buy or sell
securities is also prohibited. The prohibition on insider trading applies to
puraDYN securities and material non-public information in the course of his or
her duties for puraDYN. This prohibition also extends to certain non-employees
who may learn about the "material non-public information" about the Company such
as spouses, relatives, and close friends of directors, officers or employees.
Insider trading is both unethical and illegal and will be dealt with firmly.

         Such violations could result in the imposition of sanctions against us
and/or the persons responsible for disclosing the information, including
forfeiture of profits realized, civil or criminal fines, suspensions or bars
from serving as an officer or director of public companies and incarceration. To
review the policy and for specific employee reporting procedures, employees
should refer to the Company's policy regarding Inside Information.

         puraDYN has designated certain individuals as being responsible for
disclosure of information to the public or to persons not within our management
structure. No other officer, director or employee of puraDYN is authorized to
disclose material non-public information, and no officer, director or employee
is permitted to do so without the prior written consent of the Chief Executive
Officer or Chief Financial Officer.

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FAIR DEALING

         Each director, officer and employee shall endeavor to deal fairly and
in good faith with puraDYN customers, shareholders, employees, suppliers,
regulators, business partners, competitors and other. No director, officer or
employee shall take unfair advantage of anyone through manipulation,
concealment, abuse of privileged or confidential information, misrepresentation,
fraudulent behavior or any other unfair dealing practice.

CERTIFYING COMPLIANCE

         Annual certification of compliance with this policy is required of all
directors, officers, and employees. The certification process will be initiated
and coordinated by the Chief Financial Officer's office with the original
certification documents held in that office with a copy retained in each
person's personnel file.

Alan J. Sandler
Vice President/Chief Administrative Officer

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                                      CERTIFICATION

I hereby certify and acknowledge that:

(a) I have received, read and understand the Company's Business Ethics and
    Conflicts of Interest Statement;

(b) It is my responsibility to comply with the Company's Business Ethics and
    Conflicts of Interest Statement, and to assure that those reporting to me,
    if any, also comply;

(c) I am currently in compliance with the Company's Business Ethics and
    Conflicts of Interest Statement; and

(d) To the best of my knowledge, each director, officer and employee of the
    Company is in compliance with the Company's Business Ethics and Conflicts of
    Interest Statement.

                                                       _________________________
                                                       Signature

                                                       _________________________
                                                       Print Name

                                                       _________________________
                                                       Date

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