EXHIBIT 14.1
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                   Code of Ethical and Professional Standards
        of National Healthcare Technology, Inc. and Affiliated Entities

Core Principal:

National  Healthcare  Technology,  Inc.  and its related  affiliates  ("National
Healthcare  Technology")  will  conduct  its  business  honestly  and  ethically
wherever we may conduct business.  We will constantly improve the quality or our
services,  products and  operations  and will maintain a reputation for honesty,
respect,  responsibility,  integrity,  trust and  sound  business  judgment.  No
illegal  or  unethical  conduct  on the  part  of  the  officers,  employees  or
affiliates is in the company's best  interest.  National  Healthcare  Technology
will not  compromise  its  principles  for  short-term  advantage.  The  ethical
performance  of this  company  is the sum of the ethics of the men and women who
work here.  Thus,  we are all  expected  adhere to high  standards  of  personal
integrity.

Offices and employees of National Healthcare  Technology must never permit their
personal interest to conflict, or even appear to conflict,  with the interest of
the company, its clients or affiliates. Officers, managers and employees must be
particularly careful to avoid representing National Healthcare Technology in any
transaction with others with whom there is any outside  business  affiliation or
relationship. Officers and employees shall avoid using their National Healthcare
Technology  contacts to advance their private business or personal  interests at
the expense of National Healthcare Technology, its clients or affiliates.

No bribes,  kickback or other similar  remuneration  or  consideration  shall be
given to any person or  organization  in order to attract or influence  business
activity. Officers and employees shall avoid gifts, gratuities, fees, bonuses or
excessive entertainment in order to attract of influence business activity.

All Employees at National Healthcare Technology are expected to exhibit:

     o   Individual  leadership  as a role  mode  for  maintaining  the  highest
         standards of ethical conduct;

     o   Maintain a high level of trust for all;

     o   Protect the interests of all our employees,  shareholders and customers
         as well as our professional integrity; and

     o   Be  professional,  we  are  ethically  responsible  for  promoting  and
         fostering fairness and justice for all our employees,  shareholders and
         customers at National Healthcare Technology.

Intent:

National Healthcare Technology Employees:

     o   To set the standard and be an example for others;

     o   To earn individual  respect and increase our credibility  with those we
         serve;

     o   To  avoid  activities  that  are in  conflict  or may  appear  to be in
         conflict  with  any of  the  provisions  of our  Code  of  Ethical  and
         Professional  Standards  of National  Healthcare  Technology,  Inc. and
         Affiliated Entities; and

     o   To build trust among all National Healthcare Technology constituents by
         maximizing  the  open  exchange  of  information,   while   eliminating
         anxieties about inappropriate and/or inaccurate acquisition and sharing
         of information.
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Ethical and Professional Guidelines:

1.       Be ethical; act ethically in every professional interaction;

2.       Question pending  individual and group actions when necessary to ensure
         that decision are ethical and are implemented in an ethical manner;

3.       Seek  expert  guidance if ever in doubt abut the ethic  propriety  of a
         situation;

4.       Through  teaching and mentoring,  champion the development of others as
         ethical leaders in the profession and in organizations;

5.       Treat people with dignity, respect to foster a work environment free of
         harassment, intimidation, and unlawful discrimination;

6.       Acquire and  disseminate  information  through  ethical and responsible
         means;

7.       Ensure only appropriate  information is used in decision  affecting any
         relationship at National Healthcare Technology;

8.       Investigate  the accuracy and source of information  before allowing it
         to be used in business related decisions;

9.       Safeguard restricted or confidential information of National Healthcare
         Technology as well as its customers and vendors; and

10.      Comply with all published polices at National Healthcare Technology.

Violations  of this Ethical and  Professional  Standards of National  Healthcare
Technology, Inc. and Affiliates:

Violations may result in  disciplinary  action up to and including  termination.
Examples of violations include but are not limited to the following:

     o   Accessing  client,  competitor's  sites using  unauthorized  identities
         without verbal or written authorization,  logging-on as another person,
         employee,  or entity  without  verbal and or written  authorization  is
         prohibited;

     o   Allowing  obscene,  profane or  offensive  material  and language to be
         transmitted  over  any  National  Healthcare  Technology  communication
         system - electronic,  voicemail, and/or in person. Also messages, jokes
         or  forms  which  violate  any of our  National  Healthcare  Technology
         policies including but not limited to our harassment policy,  security,
         email,  and/or creates an intimidating  or hostile work  environment is
         prohibited;

     o   Distributing  company   confidential   messages  to  personnel  outside
         National Healthcare Technology is prohibited;

     o   Accessing or using the  intellectual  property of another in a way that
         infringes on the holders rights is prohibited;

     o   Breaking into the system or unauthorized use of a password  /mailbox is
         prohibited; and

     o   Broadcasting  unsolicited  personal  views on  social,  political,  and
         religious or other non-business related matters is prohibited.

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<PAGE>

Responsibility  for Ethical and  Professional  Standards at National  Healthcare
Technology, Inc. and Affiliated Entities:

The management is responsible to ensure compliance with this policy. When issues
arise,  management  will deal directly with the officer or employee in violation
of these or other policies of National Healthcare Technology.

Signature:

I have  read and  understand  this  three-page  policy  on Code of  Ethical  and
Professional  Standards of National Healthcare  Technology,  Inc. and Affiliated
Entities and I understand that it will be placed in my employee file.

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Print Employee's Name

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Sign Employee's Name                                          Date



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