Exhibit (14)

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Code of Ethics for Senior Operational and Financial Leadership (the Code)



Senior operational and financial leadership of C-COR.net Corp. (the Company) have an important and elevated role in corporate governance. In this capacity, such persons have been empowered to ensure that
shareholders interests are appropriately balanced, protected and preserved. This Code has therefore been adopted by the Board of Directors of the Company with the intent of preventing any intentional or unintentional transgression by
establishing standards for conduct, without unduly interfering with the privacy and freedom of the individuals concerned. Each person to whom this Code is applicable shall receive a copy of the same. Any amendments to this Code shall be furnished
similarly to each person to whom this Code is applicable.



The provisions of
this Code shall apply to: (i) the Companys Chief Executive Officer, Chief Financial Officer, and Controller (the Required Officers), and (ii) other persons performing senior operational and financial leadership functions throughout
the Company as listed on Exhibit A attached hereto (collectively with the Required Officers, the Senior Leadership).



Each Senior Leader shall certify by June 30 of each year that he or she has read and understood this Code and will abide by it. A form of the certification is attached
hereto as Exhibit B. Any waiver, including an implicit waiver of this Code may be made only by the Board of Directors and will be promptly disclosed to shareholders as required by law or stock exchange regulation. The provisions of this Code shall
be effective as of April 15, 2003.



The following standards must be followed by
Senior Leadership regarding individual responsibilities, as well as responsibilities to the Company.



|1. |  | Acting with honesty and integrity, avoiding actual or apparent conflict of interests in personal and professional relationships.
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|2. |  | Providing the Board of Directors, other officers and other Company employees with information that is full, fair, accurate, complete, objective, relevant, timely, and
understandable.
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|3. |  | Providing full, fair, accurate, timely, and understandable information to assist the Company in providing full and understandable disclosure in reports and documents filed with the
Securities and Exchange Commission and in other public communications made by the Company.
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|4. |  | Complying with applicable federal, state and local laws, rules and regulations along with any other governmental and regulatory requirements.
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|5. |  | Acting in good faith, responsibly, with due care, competence and diligence, without misrepresenting material facts or allowing independent judgment to be subordinated.
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|6. |  | Respecting the confidentiality of information acquired in the course of employment with the Company. Confidential information acquired in the course of employment with the Company
shall not be used for personal advantage.
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|7. |  | Sharing knowledge within the Company and maintaining skills important and relevant to the Board of Directors, other officers and other Company employees needs.
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|8. |  | Proactively promoting and advocating ethical behavior as a responsible Senior Leader in the Companys work environment.
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|9. |  | Achieving responsible use of and control over all assets and resources employed or entrusted to me as a Senior Leader.
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|10. |  | Ensuring that any transaction between the Company and a related party is reviewed and approved in advance: (i) by the Board of Directors, and (ii) to the extent required by law or
any regulatory requirement, the shareholders. Such review shall include disclosure of all material facts concerning the related partys interest in the transaction. A related party is any director, executive officer, nominee for election as
director, security holder who is known to hold more than five percent of any class of the Companys voting securities, and any member of the immediate family of any of the foregoing persons. A related party also includes any entity that is
affiliated with a director or a nominee for election as director.
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|11. |  | Ensuring that no corporate funds or services shall be paid or furnished to any political party or any candidate for, or incumbent in, any public office for political purposes unless
such political contribution is: (a) legal under all applicable federal, state and local laws and regulations; and (b) approved by the Companys CEO and Board of Directors or an authorized committee of the Board of Directors.
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|12. |  | Communicating to the Board of Directors or other Senior Officers, as appropriate:
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| | (a) |  | All known significant deficiencies in the design or operation of internal controls which could adversely affect Companys ability to record, process, summarize, and report
financial data; and
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| | (b) |  | Any fraud, whether or not material, that involves Senior Leaders or other employees of the Company who have a significant role in internal controls.
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|13. |  | Promptly communicating violations of this Code to Corporate Assurance.
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|14. |  | Acknowledging that non-adherence to this Code might lead to disciplinary actions up to termination for cause and/or referral to the appropriate authorities.
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EXHIBIT A



Other Senior Operational and Financial Leadership Subject to the Code



|CORPORATE                         |  | INTERNATIONAL OPERATIONS                          
|--------------------------------- |  | --------------------------------------------------
|Mary Drawl                        |  | Manager, Financial Reporting                      
|David Eng                         |  | Corporate Vice President,Americas Business        
|William Haberer                   |  | Finance Manager                                   
|Barb Lyke                         |  | Director, InformationTechnology                   
|Sally Thiel                       |  | Director, Investor Relations                      
|                                  |  |                                                   
|BROADBAND NETWORK SERVICES        |  | John Goodard                                      
|Paul Janson                       |  | President                                         
|Cathy Sheridan                    |  | Controller                                        
|                                  |  |                                                   
|                                  |  |                                                   
|BROADBAND MANAGEMENT SOLUTIONS    |  | Guillermo Salazar                                 
|Doug Engerman                     |  | President                                         
|Jang Huah                         |  | Vice President of Finance                         
|                                  |  |                                                   
|                                  |  |                                                   
|BROADBAND COMMUNICATIONS PRODUCTS |  |                                                   
|John Caezza                       |  | President                                         
|Thomas Bloom                      |  | Procurement Group Manager Vice
President, Business
|Horacio Facca                     |  | Development and StrategicMarketing                
|Antonio Mario Frattaroli          |  | Vice President, GlobalOperations                  
|Mark Talbot                       |  | Operations Group Manager                          
|Peter Wolff                       |  | Vice President, ProductDevelopment                





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EXHIBIT B



Certification Regarding Code of Ethics

for Senior Operational and Financial Leadership of

C-COR.net Corp.



The undersigned hereby certifies that he or she has read and will abide by
the Code of Ethics for Senior Operational and Financial Leadership (the Code) dated April 15, 2003, or as subsequently amended, and that he or she knows such failure may constitute a violation of federal securities laws and regulations
which may subject him or her to civil liabilities and criminal penalties. The undersigned acknowledges that he or she has read and understood the Code and will abide by it. The undersigned further acknowledges that failure to observe the provisions
of said Code shall be a basis for dismissal for cause and/or referral to appropriate authorities.





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