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                                                                    EXHIBIT 14.2

                                  QUOVADX, INC.
                  CODE OF ETHICS FOR SENIOR FINANCIAL OFFICERS

Quovadx, Inc. (the "Company") has developed and adopted a Code of Business
Conduct and Ethics that is applicable to all officers, employees and directors
of the Company and its subsidiaries. Additionally, the Company's Senior
Financial Officers (as defined below) are subject to this Code of Ethics for
Senior Financial Officers (the "Financial Code"), which has been developed to
further deter wrongdoing and to promote: (a) honest and ethical conduct, (b)
full, fair, accurate, timely and understandable disclosure in SEC filings and
(c) compliance with applicable government laws, rules and regulations. For
purposes of this Financial Code, the term "Senior Financial Officers" means the
Company's CEO, CFO, principal accounting officer, controller, or any individual
who routinely performs these functions.

HONEST AND ETHICAL CONDUCT - The Senior Financial Officers must act ethically,
honestly and with the highest sense of integrity in the performance of their
duties at the Company. In doing so, Senior Financial Officers must abide by the
Company's Conflict of Interest Policy and must avoid actual or apparent
conflicts of interest between personal and professional relationships. A
conflict of interest occurs when an individual's private interests interferes or
appears to interfere with the interests of the Company. Any Senior Financial
Officer who becomes aware of an actual or apparent violation of this provision
must report such actual or apparent violation to the General Counsel promptly.
Additionally, a Senior Financial Officer is encouraged to discuss with the
General Counsel any potential situations that could occur in which the Senior
Financial Officer is uncertain of whether an actual or apparent conflict of
interest would arise.

FULL, FAIR, ACCURATE, TIMELY AND UNDERSTANDABLE DISCLOSURE - The Senior
Financial Officers are responsible for full, fair, accurate, timely and
understandable disclosure in the reports and documents that the Company files
with, or submits to, the Securities and Exchange Commission. As such, Senior
Financial Officers are required to be familiar with the general disclosure
requirements applicable to the Company and to establish and maintain effective
disclosure controls and procedures and internal controls for financial reporting
and other Company communications.

For instance, Senior Financial Officers are prohibited from knowingly
misrepresenting information. A knowing misrepresentation is considered to have
occurred if the Senior Financial Officer knowingly: (a) makes, or permits or
directs another to make, materially false or misleading entries in the Company's
(or any of its subsidiaries') financial statements or records; (b) fails to
correct materially false and misleading financial statements or records; (c)
signs, or permits another to sign, a document containing materially false and
misleading information; or (d) falsely responds or knowingly and materially
fails to respond, to specific inquiries of the Company's independent auditors.

Additionally, the Senior Financial Officers will promptly bring to the attention
of the General Counsel information concerning any known:

      (a)   significant deficiencies or material changes 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



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CODE OF ETHICS FOR SENIOR FINANCIAL OFFICERS - page 2

      (b)   fraud, whether material or non material, that involves management or
            other employees who have a significant role in the Company's
            financial reporting, disclosures or internal controls.

COMPLIANCE WITH LAWS, RULES AND REGULATIONS - The Company actively promotes
compliance with all applicable laws, rules and regulations. Each Senior
Financial Officer must adhere to the standards and restriction imposed by
applicable laws, rules and regulations in carrying out the Company's business.
Any Senior Financial Officer who becomes aware of a violation of a law, rule or
regulation must report such violation to the General Counsel promptly.

WAIVERS OR AMENDMENTS - The Audit Committee of the Board of Directors is charged
with considering any request for a waiver of or amendment to this Financial
Code. Any such waivers or amendments shall be disclosed timely as provided by
law.

QUESTIONS OR REPORTING OF VIOLATIONS - Questions or reports of violations
concerning this Financial Code should be directed to the General Counsel's
Office. However, if for any reason a person does not desire to speak with the
General Counsel's Office, then questions or reports of violations concerning
this Financial Code should be directed to the reporting system established for
this purpose at the Quovadx page on the EthicsPoint website www.ethicspoint.com
or by calling 1-866-ETHICSP or 1-866-384-4277.

The EthicsPoint reporting system is maintained per the Code of Business Conduct
and Ethics. Employees can make an anonymous report through the system, either
via the website or by phone. The report will be handled confidentially, and
there is a system in place for the investigators to get additional information
from the reporter, anonymously. No employee will suffer retaliation by Quovadx
because of a report made in good faith.

SANCTIONS - Any violation of this Financial Code will be subject to appropriate
disciplinary action, up to and including termination.

LEGAL CONSEQUENCES - This Financial Code is not intended to result in the
imposition of, or create, civil, criminal liability that would not exist if
Quovadx had not adopted this Financial Code.

ACKNOWLEDGMENT

I have read and understand the purpose and intent of this Financial Code, and
during my employment as a Senior Financial Officer, will comply.

Signature: ____________________________________________________

Printed Name: _________________________________________________

Date: _________________________________________________________