EXHIBIT 14

                             TARGET LOGISTICS, INC.
                       CODE OF BUSINESS CONDUCT AND ETHICS

      The Board of directors of TARGET LOGISTICS, INC. (with its subsidiaries,
the "COMPANY") has adopted this Code of Business Conduct and Ethics ("CODE") to:

      o     Promote honest and ethical conduct, including fair dealing and the
            ethical handling of conflicts of interest;

      o     Promote full, fair, accurate, timely and understandable disclosure;

      o     Promote compliance with applicable laws and governmental rules and
            regulations;

      o     Ensure the protection of the Company's legitimate business
            interests, including corporate opportunities, assets and
            confidential information; and

      o     Deter wrongdoing.

      All directors, officers and employees of the Company are expected to be
familiar with the Code and to adhere to those principles and procedures set
forth in the Code that apply to them. This Code is meant to address the general
ethical requirements of business conducted by the Company, but is not
all-inclusive.

I.    HONEST AND CANDID CONDUCT

      Each director, officer and employee owes a duty to the Company to act with
integrity. Integrity requires, among other things, being honest and candid.
Deceit and subordination of principle are inconsistent with integrity. The
Company strictly prohibits any fraudulent activity, including any act that
constitutes cheating, stealing or lying.

      Each director, officer and employee must:

      o     Act with integrity, including being honest and candid while still
            maintaining the confidentiality of information where required or
            consistent with the Company's policies.

      o     Observe both the form and spirit of laws and governmental rules and
            regulations, accounting standards and Company policies.

      o     Adhere to a high standard of business ethics.

II.   CONFLICTS OF INTEREST

      A "conflict of interest" occurs when an individual's private interest
interferes or appears to interfere with the interests of the Company. A conflict
of interest can arise when a director, officer or employee takes actions or has
interests that may make it difficult to perform his or her Company work
objectively and effectively. For example, a conflict of interest would arise if
a director, officer or employee, or a member of his or her family, receives
improper personal benefits as a result of his or her position in the Company.
Any material transaction or relationship that could reasonably be expected to
give rise to a conflict of interest should be discussed with the Company's Chief
Financial Officer (CFO).

      Service to the Company should never be subordinated to personal gain and
advantage. Conflicts of interest should, wherever possible be avoided.

      In particular, clear conflict of interest situations involving directors,
executive officers and other employees who occupy supervisory positions or who
have discretionary authority in dealing with any third party specified below may
include the following:

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      o     Any significant ownership interest in any supplier or customer;

      o     Any consulting or employment relationship with any customer,
            supplier or competitor;

      o     Any outside business activity that detracts from an individual's
            ability to devote appropriate time and attention to his or her
            responsibilities with the Company;

      o     The receipt of non-nominal gifts or excessive entertainment from any
            company with which the Company has current or prospective business
            dealings;

      o     Being in the position of supervising, reviewing or having any
            influence on the job evaluation, pay or benefit of any immediate
            family member; and

      o     Selling anything to the Company or buying anything from the Company,
            except on the same terms and conditions as comparable directors,
            officers or employees are permitted to so purchase or sell.

      Such situations, if material, must always be approved in advance by the
Company's CFO.

      Anything that would present a conflict for a director, officer or employee
would likely also present a conflict if it is related to a member of his or her
family.

III.  DISCLOSURE

      Each director, officer or employee involved in the Company's disclosure
process, including the Chief Executive Officer and the Chief Financial Officer
(the "SENIOR FINANCIAL OFFICERS"), is required to be familiar with and comply
with the Company's disclosure controls and procedures and internal control over
financial reporting, to the extent relevant to his or her area of
responsibility, so that the Company's public reports and documents filed with
the SEC comply in all material respects with the applicable federal securities
laws and SEC rules. In addition, each such person having direct or supervisory
authority regarding these SEC filings or the Company's other public
communications concerning its general business, results, financial condition and
prospects should, to the extent appropriate within his or her area of
responsibility, consult with other Company officers and employees and take other
appropriate steps regarding these disclosures with the goal of making full,
fair, accurate, timely and understandable disclosure.

      Each director, officer or employee who is involved in the Company's
disclosure process, including without limitation, the Senior Financial Officers,
must:

      o     Familiarize himself or herself with the disclosure requirements
            applicable to the Company as well as the business and financial
            operations of the Company.

      o     Not knowingly misrepresent, or cause others to misrepresent, facts
            about the Company to others, whether within or outside the Company,
            including to the Company's independent auditors, governmental
            regulators and self-regulatory organizations.

      o     Properly review and critically analyze proposed disclosure for
            accuracy and completeness (or, where appropriate, delegate this task
            to others).

IV.   COMPLIANCE WITH LAWS, RULES AND REGULATIONS

      It is the Company's policy that all directors, officers and employees are
required to comply with all applicable laws, rules and regulations of federal,
state and local governments and other appropriate private and public regulatory
agencies. 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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      Equal Opportunity: It is the policy of the Company to operate under sound
and legal personnel policies. The Company's objective is to be equitable and
fair in the treatment of all directors, officers and employees in all
situations. This includes but is not limited to the following: (i) the selection
and placement of any individual is based on the individual's qualifications,
without regard to race, religion, national origin, sex, age or disability; and
(ii) compensating individuals in accordance with his or her contribution to the
Company, without regard to race, religion, national origin, sex, age or
disability.

      Harassment Free Workplace: The directors, officers and employees of the
Company must maintain an environment that is free of any form of discrimination
or harassment. All employment related decisions must be based on the needs of
the business, individual qualifications, ability, contributions and demonstrated
performance.

      Insider Trading: It is against Company policy and in many circumstances
illegal for a director, officer or employee to profit from nonpublic information
relating to the Company or any other company. Applicable law also regulates the
manner in which directors, officers and employees use and disclose inside
information, which includes any information about the Company which is not
public and that could affect the market price and investor decisions about the
Company's stock. Any director, officer or employee may not purchase or sell any
of the Company's securities while in possession of material nonpublic
information relating to the Company. Also, any director, officer or employee may
not purchase or sell securities of any other company while in possession of any
material nonpublic information relating to that company. Certain individuals
will have access to inside information about the Company, including financial
performance, negotiations about acquisitions or divestitures or major new
accounts or the like. Such inside information must be held in strict confidence,
except when the Company has authorized or is legally obligated to disclose such
information.

      Any director, officer or employee who is uncertain about the legal rules
involving a purchase or sale of any Company securities or any securities in
companies that he or she is familiar with by virtue of his or her work for the
Company, should consult with the Company's CFO before making any such purchase
or sale.

V.    REPORTING AND ACCOUNTABILITY

      The Audit Committee of the Company's Board of Directors is responsible for
applying this Code to specific situations presented to it for review and has the
authority to interpret this Code in any particular situation. Any director,
officer or employee who becomes aware of any existing or potential violation of
this Code is required to promptly notify the Company's General Counsel at (410)
332-8552. Failure to do so is itself a violation of this Code. The Company will
keep the identity of the director, officer or employee making such report
confidential.

      Any questions relating to how this Code should be interpreted or applied
should be addressed to the Company's CFO. A director, officer or employee who is
unsure of whether a situation violates this Code should discuss the situation
with the Company's CFO to prevent possible misunderstandings and embarrassment
at a later date.

      Each director, officer or employee must:

      o     Notify the Company's General Counsel promptly of any existing or
            potential violation of this Code.

      o     Not retaliate against any other director, officer or employee for
            reports of potential violations that are made in good faith.

      The Audit Committee shall take all action they consider appropriate to
investigate any violations reported to them. If a violation has occurred, the
Company will take such disciplinary or preventive action as it deems
appropriate, after consultation with the Audit Committee, in the case of a
director or executive officer, or after consultation with the Chief Executive
Officer, in the case of any other employee.

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      From time to time, the Company may waive some provisions of this Code. Any
waiver of the Code for executive officers or directors of the Company may be
made only by the Board of Directors and must be promptly disclosed as required
by SEC rules.

VI.   CORPORATE OPPORTUNITIES

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

      Sometimes the line between personal and Company benefits is difficult to
draw, and sometimes there are both personal and Company benefits in certain
activities. Directors, officers and employees who intend to make use of Company
property or services in a manner not solely for the benefit of the Company
should consult beforehand with the Company's CFO.

VII.  CONFIDENTIALITY

      In carrying out the Company's business, directors, officers and employees
often learn confidential or proprietary information about the Company, its
customers, suppliers or joint venture parties. Directors, officers and employees
must maintain the confidentiality of all information so entrusted to them,
except when disclosure is authorized or legally mandated. Confidential or
proprietary information of the Company, and of other companies, includes any
non-public information that would be harmful to the relevant company or useful
or helpful to competitors if disclosed.

VIII. 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 director, officer and employee should endeavor to deal fairly with the
Company's service providers, suppliers, competitors and employees. No director,
officer or employee should take unfair advantage of anyone through manipulation,
concealment, abuse of privileged information, misrepresentation of material
facts, or any unfair dealing practice.

IX.   PROTECTION AND PROPER USE OF COMPANY ASSETS

      The assets of the Company, such as information, materials, supplies,
customers, customer pricing, transportation vendors and their costs,
intellectual property, software, hardware and facilities, among other property,
are valuable resources owned, licensed, or otherwise belonging to the Company.
All directors, officers and employees of the Company are required to protect and
safeguard the Company's assets and ensure their efficient use. All Company
assets should be used only for legitimate business purposes.

I.    GENERAL

      This Code cannot and is not intended to cover every applicable law or
provide answers to all questions that may arise. The Code is intended to alert
our directors, officers and employees to potential problem situations and
provide better understanding of what is expected of us in our business conduct.
If you have any questions about the principles covered in this Code, please
contact the Company's CFO.

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