Calgon
Carbon Corporation





Code
of Business Conduct and Ethics




Purpose




This Code
reaffirms Calgon Carbon Corporation’s (Calgon Carbon) commitment to conduct its
business in accordance with all applicable laws and the highest standards of
business ethics and to ensure that all persons to whom this Code is applicable
are aware of such standards, both legal and ethical.  Some important
purposes of the Code are to identify areas of ethical risk for directors,
officers, and employees, provide guidance in recognizing and dealing with
ethical issues, provide mechanisms to report unethical conduct, and help foster
a culture of honesty and accountability.




Applicability




This Code
applies to all directors, officers, and full-time and part-time employees of
Calgon Carbon and those of its wholly owned domestic
subsidiaries.  This Code, shall apply to each foreign subsidiary and
other affiliates of Calgon Carbon unless otherwise specifically mandated by
local law.  In addition to this Code, directors, officers, and
employees are subject to the provisions of applicable policies, procedure and
plant work rules or plant rules of conduct.  Anyone who engages in
prohibited conduct is subject to appropriate disciplinary action, including
discharge.  Appropriate cases may also be called to the attention of
governmental enforcement agencies.  References herein to “employee” or
“employees” also include “directors” and “officers.”




Standards
of Conduct




Acceptance
of a Calgon Carbon or Chemviron Carbon executive or management position at any
level includes acceptance of responsibility to uphold the Company’s policies
governing ethical business practices.  It also includes acceptance of
responsibility to inculcate proper ethical behavior among subordinates and to
act with the assurance that the Company is unwilling to seek any business
advantage that involves unethical conduct.




Every
Calgon Carbon and Chemviron Carbon employee is responsible for adhering to
business practices that are in accordance with the letter and spirit of the
applicable laws and with ethical principles that reflect the highest standards
of corporate and individual behavior.




Any
employee who is uncertain about a standard of conduct, or the application of a
law or regulation, should seek guidance as described under “Guidance
Available.”  All employees will be held accountable, as appropriate,
for complying with the Code and the underlying corporate policies.





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Safety
and Health





The
safety and health of all employees is of paramount importance to Calgon
Carbon.  Company policies have been adopted and various federal, state
and local laws have been enacted to protect employees’ safety and
health.  Calgon Carbon is committed to ensuring that employees are
aware of applicable regulations and that employees receive appropriate training
concerning safety and health requirements.  It is the employee’s
responsibility, for the employee’s own benefit and for the benefit of all other
employees, to be aware of and comply with all applicable safety and health
requirements.  All employees are required to execute their duty in a
safe manner.  Working safely is a condition of
employment.




Dangerous
or unsafe conditions should be reported immediately to the appropriate
management personnel.




Discriminatory
Harassment




The law
prohibits employees in the workplace from engaging in discriminatory harassment,
and Calgon Carbon has established a zero tolerance policy for any act of
discriminatory harassment.  An employee must not engage in any
threatening, intimidating or hostile activity, or use epithets or slurs that
relate to race, color, religion, gender, marital status, national origin,
citizenship, age, veteran status or physical or mental disability. Likewise, an
employee may not send to any co-employee or display or circulate in the
workplace any written or graphic material that indicates or shows hostility
toward an individual or group because of that individual's or group's race,
color, religion, gender, marital status, national origin, citizenship, age,
veteran status or physical or mental disability or take any action adverse to
any other employee on that basis. A complaint procedure has been established,
and any complaint should be directed to the appropriate member of management or
Human Resources.




Sexual
Harassment




Sexual
harassment in the workplace is expressly prohibited by law, and Calgon Carbon
has established a zero tolerance policy to maintain a work environment free of
all forms of sexual harassment.  Sexual harassment is defined as an
unwelcome sexual advance, any request for sexual favors, or any other verbal or
physical conduct of a sexual nature in the workplace when submission to such
conduct is made a condition of an individual’s employment or is used as the
basis for employment decisions affecting such individual or creates a hostile
work environment. Calgon Carbon does not condone sexual harassment, whether
committed by Calgon Carbon employees or by employees of vendors, suppliers,
contractors or customers; such persons will be subject to appropriate corrective
action for violations.  Likewise, Calgon Carbon bans pornographic
material at any of its facilities.  As with discriminatory harassment,
the individual violator and Calgon Carbon may be found liable for civil damages.
A complaint procedure has been established, and any complaint should be directed
to the appropriate member of management or Human Resources at the phone number
used for reporting purposes, which is shown at the end of this
document.





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Environmental




Calgon
Carbon requires its employees to comply with all environmental laws and
regulations applicable to their activities in the
workplace.  Environmental compliance is everyone's responsibility.
Each employee is responsible for understanding the environmental consequences of
his or her job and performing it in an environmentally safe
manner.  Company-wide responsibility for environmental compliance is
held by the Environmental, Health and Safety department.  Each
operating facility is part of an environmental organization having local
responsibility for environmental compliance programs. Questions, concerns or
suggestions about environmental compliance should be directed to the
Environmental, Health and Safety Director, your supervisor or to the local
environmental organization or plant manager. If an employee becomes aware of any
actual or potential adverse environmental impacts caused by Company operations,
he or she should promptly advise an appropriate individual in corporate or plant
management so that any necessary corrective action can be taken.




Antitrust




The
federal government, most state governments, and many foreign governments have
enacted antitrust or "competition" laws intended to preserve independent
competition among competitors and prohibit activities that are unreasonable
restraints of trade. Certain types of restraints are always considered to be
illegal under the laws of the United States and many countries, and employees
must be alert to avoid even the appearance of such conduct. Some clear examples
of antitrust violations are: price fixing, bid rigging, market or customer
allocation, production allocation and group boycotts such as joint refusals to
deal. If an employee violates the antitrust laws, the employee may be subject to
personal criminal liability, including fines and imprisonment. Calgon Carbon may
also be exposed to both criminal and civil liability, including treble civil
damages. The defense of an antitrust claim, even when successful, can be time
consuming, burdensome and extremely expensive for Calgon Carbon. Accordingly, an
employee must not engage in any prohibited activity, and must strive to avoid
even the appearance of a possible violation. An employee with sales and
marketing responsibilities or commercial contacts or who attends trade
association or industrial group meetings must be particularly aware of these
obligations under the antitrust laws. Further details are provided in the Calgon
Carbon Antitrust Policy Statement.  If an employee has a question
concerning a specific situation, the advice of the General Counsel should be
sought before taking any action.




Use
of Corporate Assets; Fraudulent or Deceptive Practices; Fair
Dealing




All
employees must protect Calgon Carbon's assets and ensure their efficient use.
All Company assets must be used for legitimate business purposes, in a manner
consistent with corporate policy. Employees may not participate in any
fraudulent or deceptive activities involving Calgon Carbon, its customers,
suppliers, contractors, co-workers, or anyone else with whom Calgon Carbon
associates or does business.  Each employee should endeavor to deal
fairly with Calgon Carbon's customers, suppliers, competitors, and other
employees.  No employee should take unfair advantage of anyone through
manipulation, concealment, abuse of privileged information, misrepresentation of
material facts, or any other unfair-dealing practice. Employees should conduct
their business affairs in a manner that Calgon Carbon's reputation for ethical
conduct will not be impugned if their dealings become a matter of public
discussion.




Some
examples of fraudulent or deceptive activities include:





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·
            Theft,
      fraud or embezzlement;


·
            False
      or inflated billings, or Company expense
  accounts;


·
            Payment
      of bribes to governmental
officials;


·
            Payment
      of or receipt of "kickbacks" for obtaining business for or from Calgon
      Carbon;


·
            Improper
      or unauthorized offering or receipt directly or indirectly of money, goods
      or services.




Political
Contributions; Political Activities




Direct
Contributions





United StatesIn the United States it
is unlawful for any corporation to make a contribution or direct expenditure in
connection with any Federal election or with any primary election, political
convention, or caucus held to select candidates for such
elections.  Similar laws exist in most states and
municipalities.  In any case, even where legal, it is the policy of
Calgon Carbon not to contribute any corporate funds or other assets in
connection with political campaigns at Federal, state, or local levels anywhere
in the United States or its territories and possessions.





Foreign
CountriesOutside the United
States, in countries where corporate political contributions are legal and
accepted as part of a company’s role as a participant in the political process,
such contributions may be made, but only if approved by the Board of Directors
of Calgon Carbon after determination by the Company’s General Counsel to be
legal and proper under all applicable laws, regulations, and Company
policies.





Political
Activities





Calgon
Carbon encourages its employees to be involved in community, government and
political affairs, and to support political candidates of their
choosing.  Such activities, however, must be undertaken on the
employee's own time and expense, with no reimbursement by Calgon Carbon in any
form. No partisan political activity is permitted on Calgon Carbon
premises.  An employee's personal political activity should not create
the appearance that such activity is sponsored by or is an official act of
Calgon Carbon. Employees
must comply with all applicable laws concerning the use of corporate funds,
properties and services to influence governmental action or the nomination or
election of any candidate to public office. All other forms of direct or
indirect political assistance or support must be in strict compliance with
applicable laws and regulations and must be properly authorized. Direct or
indirect assistance or support includes by way of example, the use of Calgon
Carbon meeting rooms, automobiles, computer, or mailing services, the services
of Calgon Carbon personnel, and any other thing of value.  As in other
matters, compliance with accepted accounting rules and controls is
required.  Company records must accurately reflect and properly
describe the transactions they record.  Political contributions shall
be recorded on the books of the company making the contribution and shall be
taken as tax deductions only to the extent permitted by the laws of the country
concerned.





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The above
prohibitions and limitations relate only to the use of corporate
property.  Employees, as individuals, are encouraged to participate
actively in the political process, including personal contributions to
candidates or political parties of their choice.




At the
same time, this policy affirms the right and duty of the Company to participate
in the political process by supporting non-partisan registration and political
education activities; expressing the Company’s views in legislative forums; and
communicating on public issues with employees, stockholders and their families,
legislators, industry professionals and others with common interests, customers,
and the general public.




Governmental
Contacts




Calgon
Carbon's contacts with government officials and personnel, both in this country
and abroad, must be conducted in compliance with all applicable laws and
regulations and in such a way as to avoid even the appearance of impropriety.
Contacts and relationships with government personnel must never be illegally
fostered, suggest improper influence upon such persons, or compromise Calgon
Carbon's integrity. Assistance or support by Calgon Carbon to government
officials or personnel must be made in a manner consistent with legal and
ethical business practices. This requirement also applies to direct or indirect
contributions or expenditures made by employees, agents or other
representatives. Likewise, any entertainment of government officials must be
conducted within the bounds of all applicable laws, sound business discretion,
and the highest ethical standards.





Foreign Governmental
Contacts





Foreign
Corrupt Practices Act




All
contacts by Calgon Carbon with officials of foreign governments, or officials of
companies owned in whole or in part by foreign governments, must be conducted in
compliance with the Foreign Corrupt Practices Act ("FCPA").  The FCPA
prohibits payments of, promises to pay, or authorizations to pay, money, gifts
or anything of value to officials of foreign governments, in order to "obtain or
retain" business. Payments or gifts to a third party, such as an agent or sales
representative, while knowing (or having reason to know) that all or part of the
money or gift will be offered or given to such an official, are also prohibited.
If employees violate the FCPA, the violation creates severe potential criminal
and civil liability for themselves and Calgon Carbon. The types of conduct
prohibited by the FCPA are not always clear. As a result, caution is required
when doing business through foreign consultants, commercial representatives or
agents, or with businesses that are owned, in whole or in part, by foreign
governments or that have personal or family ties to government officials. In
such instances, the General Counsel should be consulted for specific
advice.




Sanctions
and Trade Embargoes




The
United States government uses economic sanctions and trade embargoes to further
foreign policy and national security objectives. Employees must abide by all
economic sanctions and trade embargoes that are in effect. Inquiries concerning
whether a particular transaction is subject to an economic sanction or trade
embargo should be referred to the General Counsel.





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Misuse
of Confidential Information





It is
Calgon Carbon's policy to maintain the confidential treatment of its financial,
operating and other Company information, and to prohibit the misuse of any such
information obtained during employment. Employees must maintain the
confidentiality of information entrusted to them by Calgon Carbon or its
customers, except when disclosure is authorized or legally mandated.
Confidential information includes all non-public information that might be of
use to competitors, or harmful to the company or its customers, if disclosed. It
is a violation of federal securities law for any employee to trade in Calgon
Carbon stock or securities, or the stock or securities of other companies, on
the basis of non-public material information, including unannounced earnings or
operating results, merger discussions, and possible acquisitions or
divestitures. If an employee has knowledge of confidential or non-public
material information, he or she may not use such information (or pass on such
information to any other persons) for personal gain, directly or indirectly,
through the purchase or sale of securities before such information is disclosed
to the public. This applies even if a quarterly “trading window” is
open.  Engaging in insider trading will subject an employee to both
civil and criminal penalties, as well as discharge from employment, and may also
create civil and criminal liability for Calgon Carbon. In addition, upon leaving
employment (for any reason) each employee must return all Company property
documents, books, records, files and identifications.




Software
Copyrights




Employees
must not reproduce or distribute software that is protected by copyright, unless
appropriate authorization has been obtained. Federal law provides protection to
owners of copyrights to prevent unauthorized copying of their written works, and
computer software is usually protected by copyright. Unauthorized copying of
computer software can create significant liability for Calgon Carbon, as well as
personal criminal liability for an employee in the case of willful infringement
for profit. The absence of copyright notice does not necessarily mean that the
owner does not claim copyright in the software, so an employee must make sure
that all software utilized is either owned by Calgon Carbon or covered by a
proper written license agreement.




Maintenance
of Accurate and Complete Records




Accurate
and complete corporate records must be maintained at all times, and any
falsification of corporate records is a serious offense. Records must be
maintained for the period required by Calgon Carbon policy to meet business
needs and to comply with applicable laws, regulations, and other legal
requirements.  All payments of money, transfers of property,
furnishing of services and other transactions must be reflected in appropriate
detail in the accounting and other business records of Calgon Carbon and must be
approved in accordance with Calgon Carbon policy. Managers at all levels are
responsible for the completeness of the documentation and for ensuring that
funds are spent for the described purposes.





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There
shall be no undisclosed or unrecorded fund or asset of the Company or any of its
subsidiaries.  There shall be no false or misleading entries made in
the books and records of the Company or any of its
subsidiaries.  Strict compliance with corporate accounting methods and
controls is expected, as is cooperation with internal and external
auditors.





All
employees are required to make full disclosure of all relevant information to,
and must cooperate with, internal and external auditors and legal counsel in the
cause of audits or investigations.




Public
Disclosure of Information




All
disclosures of information in reports and documents that Calgon Carbon files
with or submits to the Securities and Exchange Commission and in other public
communications made by Calgon Carbon shall be full, fair, accurate, timely and
understandable.




Use
of Corporate Information Resources




The
Internet and corporate email system are intended to be used for business
purposes in compliance with all applicable laws and corporate policies. However,
corporate policy does permit incidental personal usage.  Personal use
must be of reasonable duration and frequency, must not interfere with the
performance of any employee's job, must not be in support of a personal business
or political activities, and must not involve activities that violate any
corporate policies or that could be detrimental to Calgon Carbon. The passive
receipt of offensive material by an employee may infer that such distribution is
condoned. Accordingly, do not send or forward non-business related material, and
if any such offensive material is received, the recipient should respond to the
sender that the message violates corporate policy; that the recipient does not
desire to receive such messages; and that the sender should not send such
messages in the future. An employee who continues to receive improper email
after providing such a response should report the matter to the appropriate
management personnel. Employees should have no expectation of privacy concerning
any data, material or information created, received, transmitted, or stored on
company property or equipment.




Conflicts
of Interest




There is
a conflict of interest whenever personal interests or activities improperly
influence or interfere with the objective and effective performance of one's
duties for Calgon Carbon, or when an employee or a member of his or her family
receives improper personal benefits as a result of his or her position with
Calgon Carbon. Employees must not engage in activity that creates a conflict of
interest or the appearance of a conflict of interest between personal and
professional relationships.  Employees must conduct themselves in an
ethical manner, without conflict of interest, and must not seek or accept
improper personal gain.




Each
director, officer and employee is responsible for reporting through the normal
organizational channels any activity in which the individual is engaged that
might create, or appear to create, a conflict of interest.  Management
will then determine whether or not potential conflict exists and establish the
controls required to prevent it.  If adequate controls are not
possible, the particular activity will be terminated.





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Failure
to disclose circumstances that could constitute a conflict of interest will, in
and of itself, constitute improper conduct.




In order
to assist employees in determining when conflicts may exist, some guidelines
follow:




1. Outside
activities covered by this policy include those involving any director, officer,
or employee of the Company or members of their immediate families.


2. An unusual
potential for conflict of interest is inherent in certain
situations.  The examples set out below are not to be regarded as
all-inclusive.


(a)Relationships with
an enterprise, organization, agency or institution, or its representatives,
which supplies, buys from, or competes with the Company involving:




(i) Direct or
beneficial ownership or an interest in or of any class of the security of such
an enterprise, except:




(1)            An
investment representing less than 1% of the outstanding securities of a publicly
owned corporation.




(2)            Where
such investment constitutes less than 10% in actual value of the individuals’
investment portfolio.





(ii)Borrowing from such
an enterprise.




(iii)          Employment,
consultation, or directorships with such an enterprise.




(iv)         Receiving
from or providing to such an enterprise, organization, agency or institution, or
its representatives, gifts or favors of more than nominal value, or
inappropriate or excessive entertainment, particularly in situations in which
business judgment may be influenced.




(b) Purchase,
sale or lease – beyond normal personal needs – of materials, equipment,
supplies, products, or real property which the Company purchases, leases or
sells.




Corporate
Opportunities




Employees,
officers and directors owe a duty to the Company to advance its legitimate
interests when the opportunity to do so arises. Employees, officers and
directors are prohibited from (a) taking for themselves personally opportunities
that are discovered through the use of corporate property, information or
position; (b) using corporate property, information, or position for personal
gain; and (c) competing with the Company.





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Guidance
Available




This Code
does not refer to all laws, policies rules or regulations or standards
applicable to conduct by Calgon Carbon employees. Requirements not referred to
in this Code may apply to specific work activity. Many laws to which Calgon
Carbon is subject are complex, and their application to Calgon Carbon business
practices or activities can at times be unclear. Appropriate guidance should be
sought regarding any proposed action that raises questions or creates
uncertainty with respect to compliance with laws or regulations. Employees
should seek the advice and guidance of the General Counsel with regard to any
and all transactions that may have legal implications. Periodic legal and
ethical compliance presentations are made throughout the year. Employees are
expected to attend as requested and to follow the advice given at these
presentations.




Waivers




A waiver
of any provision of this Code or an underlying policy for a director or officer
may be granted only by the Board of Directors or a committee appointed by the
Board of Directors and, when required by law, regulation or rule, must be
promptly disclosed to the shareholders.




Compliance




This Code
reflects general principles to guide employees in making ethical decisions and
is not intended to address every specific situation. As such, nothing in this
Code prohibits or restricts Calgon Carbon from taking any disciplinary action on
any matter pertaining to employee conduct, whether or not it is expressly
discussed in the Code. The Code is not intended to create any expressed or
implied contract with any employee or third party. In particular, nothing in
this document creates any employment contract between Calgon Carbon and its
employees. The Code may be revised, changed or amended at any time by the Board
of Directors.




Administration
and Reporting




Administration
of this Code is under the direction of the General Counsel.  An
employee must report any suspected illegal or unethical conduct connected with
or affecting the business of Calgon Carbon or its affiliated
companies.  Such a good faith report should be made to the employee’s
supervisor or to the General Counsel or over the EthicsPoint “hot
line.”  No retaliatory action will be taken against an employee who
makes a good faith report of suspected illegal or unethical
conduct.  If the conduct relates to workplace harassment or other
discriminatory matters, the report may also be made to Human
Resources.  Calgon Carbon, to the extent practical, will keep
confidential the identity of anyone making such a report.  The
addresses and telephone numbers for reporting are:




Human
      Resources
              EthicsPoint
              General
      Counsel412-787-6795
              www.ethicspoint.com
              412-787-6786





October
2008





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