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Exhibit 14.1

TUFCO TECHNOLOGIES, INC.
CODE OF ETHICS FOR
SENIOR FINANCIAL OFFICERS

Tufco Technologies, Inc. (the Company) has an Employee Code of Conduct
applicable to all employees of the Company. The Chief Executive Officer, the
Chief Financial Officer, principal accounting officer and controller, or
persons performing similar functions of the Company (the Senior Financial
Officers) are bound by the provisions set forth therein relating to ethical
conduct, conflicts of interest and compliance with law. Because of the
important and elevated role in our corporate governance system held by the
Senior Financial Officers, they are subject to the following additional
policies set forth in this Code of Ethics:



|1. |  | The Senior Financial Officers will exhibit and promote the highest
standards of honest and ethical conduct through the establishment and
operation of policies and procedures that encourage and reward
professional integrity in all aspects of our financial organization, by
eliminating inhibitions and barriers to responsible behavior, such as
coercion, fear of reprisal, or alienation from our financial organization
or our Company. The Senior Financial Officers will demonstrate their
personal support for such policies and procedures through periodic
communication reinforcing these ethical standards throughout our finance
organization.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
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|2. |  | The Senior Financial Officers are responsible for full, fair, accurate,
timely and understandable disclosure in the periodic reports required to
be filed by the Company with the Securities and Exchange Commission and
other public communications made by the Company. Accordingly, it is the
responsibility of each Senior Financial Officer promptly to bring to the
attention of the Audit Committee any material information of which he or
she may become aware that affects the disclosures made by the Company in
its public filings or otherwise assist the Audit Committee in fulfilling
its responsibilities as specified in the Audit Committee Charter and the
Companys policies and procedures regarding financial reporting and
disclosure.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
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|3. |  | Each Senior Financial Officer shall promptly bring to the attention of
the Audit Committee any information he or she may have concerning (a)
significant deficiencies in the design or operation of internal controls
which could adversely affect the Companys ability to record, process,
summarize and report financial data or (b) any fraud, whether or not
material, that involves management or other employees who have a
significant role in the Companys financial reporting, disclosures or
internal controls.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
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|4. |  | Each Senior Financial Officer shall promptly bring to the attention of
the Audit Committee any information he or she may have concerning the
violation of the Companys Employee Code of Conduct or of this Code of
Ethics for Senior Financial Officers, including any actual or apparent
conflicts of interest between personal and professional relationships,
involving any management or other employees who have a significant role in
the Companys financial reporting, disclosures or internal controls.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
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|5. |  | Each Senior Financial Officer shall promptly bring to the attention of
the Audit Committee any information he or she may have concerning evidence
of a material violation of the securities or other laws, rules or
regulations applicable to the Company and the operation of its business,
by the Company or any agent thereof.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
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|6. |  | The Board of Directors shall determine, or designate appropriate persons
to determine, appropriate actions to be taken in the event of violations
of the Employee Code of Conduct or of this Code of Ethics by Senior
Financial Officers. Such actions shall be reasonably designed to deter
wrongdoing and to promote accountability for adherence to the Employee
Code of Conduct and this Code of Ethics, and shall include written notices
to the individual involved that the Board has determined that there has
been a violation, censure by the Board, demotion or re-assignment of the
individual involved, suspension with or without pay or benefits (as
determined by the Board) and termination of the individuals employment.
In determining what action is appropriate in a particular case, the Board
of Directors, or such designee shall take into account all relevant
information, including the nature and severity of the violation, whether
the violation was a single occurrence or repeated occurrences, whether the
violation appears to have been intentional or inadvertent, whether the
individual in question had been advised prior to the violation as to the
proper course of action and whether or not the individual in question had
committed other violations in the past.