**EXHIBIT 14**

 

**FULL HOUSE RESORTS, INC. (the “Company”)**

 

**CODE OF ETHICS FOR THE CHIEF EXECUTIVEOFFICER AND SENIOR FINANCIAL OFFICERS**

 

The Company has a Code of Conduct applicable to all directors andemployees of the company.  The ChiefExecutive Officer and all senior financial officers, including the ChiefFinancial Officer and principal accounting officer, are bound by the provisionsset forth therein relating to ethical conduct, conflicts of interest, andcompliance with law.  In addition to theCode of Business Conduct and Ethics, the Chief Executive Officer and seniorfinancial officers are subject to the following additional specific policies:

 

1.                                       The ChiefExecutive Officer and all senior financial officers are responsible for full,fair, accurate, timely, and understandable disclosure in the periodic reportsrequired to be filed by the Company with the SEC.  Accordingly, it is the responsibility of the Chief ExecutiveOfficer and each senior financial officer promptly to bring to the attention ofthe Audit Committee or Board of Directors, as applicable, any materialinformation of which he or she may become aware that affects the disclosuresmade by the Company in its public filings or otherwise assist the AuditCommittee or Board of Directors, as applicable, in fulfilling theirresponsibilities.

 

2.                                       The ChiefExecutive Officer and each senior financial officer shall promptly bring to theattention of the Audit Committee or Board of Directors, as applicable, anyinformation he or she may have concerning (a) significant deficiencies in thedesign or operation of internal controls that could adversely affect theCompany’s ability to record, process, summarize, and report financial data or(b) any fraud, whether or not material, that involves management or otheremployees who have a significant role in the Company’s financial reporting,disclosures, or internal controls.

 

3.                                       The ChiefExecutive Officer and each senior financial officer shall promptly bring to theattention of the Audit Committee or Board of Directors, as applicable, anyinformation he or she may have concerning any violation of this Code or theCompany’s Code of Business Conduct and Ethics, including any actual or apparentconflicts of interest between personal and professional relationships, involvingany management or other employees who have a significant role in the Company’sfinancial reporting, disclosures, or internal controls.

 

4.                                       The ChiefExecutive Officer and each senior financial officer shall promptly bring to theattention of the Audit Committee or Board of Directors, as applicable, anyinformation he or she may have concerning evidence of a material violation ofthe securities or other laws, rules, or regulations applicable to the Companyand the operation of its business, by the Company or any agent thereof, or ofviolation of the Code of Conduct or of these additional procedures.

 

5.                                       The Board ofDirectors shall determine, or designate appropriate persons to determine,appropriate actions to be taken in the event of violations of the Code ofConduct or of these additional procedures by the Chief Executive Officer andthe Company’s senior financial officers. Such actions shall be reasonably designed to deter wrongdoing and topromote accountability for adherence to the Code of Conduct and to theseadditional procedures, and may include written notices to the individualinvolved that the Board has determined that there has been a violation, censureby the Board, demotion or re-assignment of the individual involved, suspensionwith or without pay or benefits (as determined by the Board), and terminationof the individual’s employment.  Indetermining the appropriate action in a particular case, the Board of Directorsor such designee shall take into account all relevant information, includingthe nature and severity of the violation, whether the violation was a singleoccurrence or repeated occurrences, whether the violation appears to have beenintentional or inadvertent, whether the individual in question had been advisedprior to the violation as to the proper course of action, and whether or notthe individual in question had committed other violations in the past.

 

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