Exhibit 14.1

                                 CODE OF CONDUCT

      This Code of Conduct has been  adopted by the Board of  Directors of Sport
Chalet,  Inc. (the "Company") as a supplement to the existing codes and policies
of the Company.

      1. Scope.  This Code applies to all  directors,  officers and employees of
the  Company,  and is  intended to deter  wrongdoing  and to promote the conduct
specified in Sections 2 through 6.

      2. Ethical  Conduct.  Each  director,  officer and employee  shall promote
honest and ethical conduct, including the ethical handling of actual or apparent
conflicts of interest between personal and professional relationships.

      Directors,  officers and supervisory employees are expected to act as role
models for employees under their  supervision by acting in an honest and ethical
way in all situations.

      3.  Company  Records,  Reports and  Communications.  Accurate and reliable
records of many kinds are  necessary to meet the  Company's  legal and financial
obligations and manage our business.  Therefore,  the Chief  Executive  Officer,
Chief Financial  Officer and all accounting  employees shall promote full, fair,
accurate, timely and understandable disclosure in reports and documents that the
Company files with, or submits to, the Securities and Exchange Commission and in
other public  communications made by the Company. This will include such actions
as:

                  o     Becoming  familiar  with  the  disclosure   requirements
                        applicable  to the Company as well as our  business  and
                        financial operations.

                  o     Providing  a system for the  careful  review of all such
                        reports, documents and communications.

                  o     Adequately  supervising the preparation of the financial
                        disclosure in the periodic  reports required to be filed
                        by the Company,  including  reviewing  and analyzing the
                        financial information to be disclosed.

                  o     Consulting, when appropriate, with professional advisors
                        for advice with respect to such  reports,  documents and
                        communications.

      All  employees  must keep in mind that the reports and forms they fill out
in the course of their work become part of the  information  that our accounting
staff and officers rely on in making decisions and preparing public reports. The
falsification  or  improper  entry  of  records,  and any  other  activity  that
compromises the integrity of Company information, is a serious violation of this
Code.

      4.  Compliance.  Each  director,  officer and  supervisory  employee  will
promote compliance with applicable  governmental laws, rules and regulations by,
among other things:

                  o     Becoming  familiar with the applicable  laws,  rules and
                        regulations.

                  o     Consulting   professional   advisors   for   advice   in
                        understanding   and  complying  with  laws,   rules  and
                        regulations.


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                  o     Training employees under their supervision to understand
                        and comply with laws, rules and regulations.

      5. Prompt  Internal  Reporting.  Violations  of this Code must be promptly
reported to the Chairman of the Board of or the Chairman of the Audit  Committee
of the Board of  Directors  (each,  a  "Compliance  Officer"),  either by direct
contact or through the Company  "hotline."  Reports made through the hotline can
be made anonymously.  The hotline, which is available 24 hours a day, 365 days a
year, is operated by an independent firm and not by employees of the Company.  A
matter should not be reported to a person involved in the matter.

      Whether  reporting  directly or through the  hotline,  any employee who in
good faith  reports a violation  or  suspected  violation  of this Code or other
matters  concerning  accounting,  internal  controls or audit  matters,  will be
protected  from  retaliation  such as discipline or  involuntary  termination of
employment as a result of their reports. Every reported allegation of illegal or
unethical behavior will be thoroughly and promptly investigated.

      Each director,  officer and supervisory  employee shall promote the prompt
reporting of violations of this Code by, among other things:

                  o     Reporting all violations to a Compliance  Officer or the
                        hotline.

                  o     Encouraging   employees  to  report   violations   to  a
                        Compliance Officer or the hotline, and keeping employees
                        informed about how to use the hotline.

                  o     Protecting the anonymity of employees who make reports.

                  o     Supporting   and   assisting  the  thorough  and  prompt
                        investigation of reports.

                  o     Preventing  retaliation  against any  employee  for good
                        faith   reporting   violations   of  this  Code  or  for
                        participating  in  any   investigation   relating  to  a
                        reported violation of this Code.

      6.   Accountability.   The   officers   of  the  Company   shall   promote
accountability for adherence to this Code by, among other things:

                  o     Distributing   copies  of  this  Code  annually  to  all
                        employees.

                  o     Supporting  appropriate sanctions for violations of this
                        Code.

                  o     Designating  those  employees  who will be  required  to
                        certify their adherence to the Code.

      7.  Waiver.  If the  Company  approves  any  material  departure  from the
provisions  of this  Code,  or if the  Company  fails  to take  action  within a
reasonable  period of time regarding a material  departure from any provision of
this Code,  the Company will make a timely  report of the event on a Form 8-K or
post notice thereof on its website.

      8.  Amendment.  The Board of  Directors  of the Company  must  approve any
amendment  to this Code,  and (other than a technical,  administrative  or other
non-substantive  amendment)  the  Company  will  make  a  timely  report  of the
amendment on a Form 8-K or post notice thereof on its website.


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      9. Certification.  Officers,  directors,  and designated employees will be
asked to  certify  annually,  in  writing,  their  compliance  with  this  Code,
substantially as follows:

            I have reviewed and understand the Code of Conduct. I hereby confirm
            that during (the most recently completed year):

                  o     I have complied with the Code.

                  o     I do not have personal  knowledge of any unreported Code
                        violations by others.

                  o     All who report  directly to me have certified in writing
                        their compliance with the Code.

      10. Sanctions. If a Compliance Officer determines that a director, officer
or employee may have violated any provision of this Code, the violation shall be
reported to the Board of Directors of the Company.  The Board of Directors  will
be responsible  for  establishing a fair process to determine if a violation has
occurred,  including notice to the alleged violator before a final determination
is made and an opportunity for such person to be heard. If the alleged violation
of this Code would also be a violation of law, the Board of Directors may either
make an  independent  determination  or rely on the  findings  of any  court  or
administrative  tribunal.  If the Board of Directors determines that a violation
has occurred, it may, among other things:

                  o     Terminate the employment relationship of such person.

                  o     Place such person on a leave of absence.

                  o     Counsel such person.

                  o     Authorize such other action as it deems appropriate.

      11. Employment Agreements. Any termination of an employee under Section 10
will be deemed to be "for cause" within the meaning of any employment  agreement
with the Covered Person.

      12. Interpretation.  All questions concerning  interpretation of this Code
shall be  referred  to,  and  conclusively  determined  by,  the two  Compliance
Officers acting together.


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