Exhibit
  14.1

Bellacasa Productions, Inc. 
  Code of Business Conduct

1. Introduction

In this Code of Business Conduct ("the Code"), the terms
  "Bellacasa" and "Company" mean Bellacasa Productions, Inc.
  and its subsidiary Aquamer, Inc. and all other subsidiaries, if and when
  formed. Although at the time of adoption of the Code, Bellacasa has only one
  officer and two directors; the Code has been put in place with future expansion
  in mind. The policies and procedures set forth in this Code govern the conduct
  of every aspect of the business of Bellacasa. While this Code provides a brief
  summary of the standards of conduct that are the foundation of Bellacasa's
  business operations, it is not possible to cover all situations confronting
  Bellacasa's personnel in the day to day conduct of their activities. Bellacasa
  must rely on the individual judgment, common sense and personal ethical
  standards of all personnel to maintain a high standard of honesty and integrity
  in the conduct of Bellacasa's business.

This Code applies to all members of the Board of Directors (the
  "Board," with the members referred to herein as
  "Directors"), officers and employees of Bellacasa. Any violations of
  this Code must be promptly reported to management at the appropriate level,
  including, if necessary and appropriate, to a supervisor, the Chief Executive
  Officer, a Director or Directors, or a member or members of the Audit Committee
  of the Board, if and when formed (the "Audit Committee"). The
  confidentiality of a report and the reporting person will be protected to the
  extent possible, consistent with the law and the requirements necessary to
  conduct an effective investigation of the conduct or matter, and no reporting
  person will suffer retaliation because of a report he or she makes in good faith
  and with respect to conduct or a matter which the reporting person reasonably
  believes constitutes a violation of this Code (except that appropriate
  disciplinary action may be taken against the reporting person if such person
  was involved in the violation).

2. General Policy

It is the policy of Bellacasa to conduct its business in compliance with
  applicable governmental laws, rules and regulations, with honesty and
  integrity, in a manner which demonstrates respect for all people and with a
  strong commitment to the highest standards of ethics. Bellacasa demands high
  standards of integrity and sound ethical judgment from its personnel at all
  times, and in performing their work for Bellacasa all personnel must comply
  with all applicable governmental laws, rules and regulations.

3. Conflicts of Interest

Directors, officers and employees of Bellacasa have a duty to avoid
  financial, business or other personal interests or relationships which might
  interfere, or even appear to interfere, with the interests of Bellacasa or make
  it difficult to perform their Bellacasa duties objectively and effectively.
  Directors, officers and employees should conduct themselves in a manner that
  avoids even the appearance of a conflict between their personal interests and
  those of the Company.

A conflict of interest situation may arise in many ways. It is not possible
  to discuss every circumstance that may lead to a conflict of interest, but the
  following examples are illustrative:

(a) Owning or holding a substantial financial interest in a company which
  has material business dealings with Bellacasa or which engages in any
  significant field of activity engaged in by Bellacasa.

(b) Acting as a director, officer, consultant or employee for any business
  enterprise with which Bellacasa has a competitive or significant business
  relationship, unless so requested or approved by the Company.

(c) Accepting gifts, payments, or services of significant value from those
  seeking to do business with Bellacasa.

(d) Knowingly competing with Bellacasa in the purchase or sale of property
  or diverting from Bellacasa a business opportunity in which Bellacasa has or is
  likely to have an interest.

(e) Placing of business with a firm owned or controlled by a Bellacasa
  employee, officer or Director without the prior specific approval of the Audit
  Committee, if and when formed, and the Board.

It is Bellacasa's policy that actual or apparent conflicts of interest must
  be avoided, and any material transaction or relationship involving a potential
  conflict of interest must be approved in advance by the Board. In addition, all
  related party transactions of Bellacasa must be reviewed and approved by the
  Audit Committee, if and when formed, or the Board, if the Audit Committee has
  not been formed.

Conflicts of interest may also arise if an employee, officer or Director, or
  a member of his or her family, receives improper personal benefits as a result
  of his or her position with Bellacasa. Company loans to or guarantees of
  obligations of such persons are of special concern, and personal loans to
  executive officers and Directors are prohibited by the Sarbanes-Oxley Act of
  2002. It is Bellacasa’s's policy that such conflicts of interest involving
  improper personal benefits are prohibited.

4. Unauthorized Use of Company Property and Services

No employee, officer or Director may use any Company property or services
  for his or her own personal benefit, or for the personal benefit of anyone
  else. It should be noted that, with regard to some activities, there are both
  personal and Company benefits. These would include, for example, employee
  participation in continuing education programs. Therefore, any employee use of
  Company property or services which is not solely for the Company's benefit must
  be approved beforehand by the employee's immediate supervisor. Computer work
  stations and computer software are provided for the furtherance of Company
  business only. The Company's computer facilities should not be utilized for
  individual or outside projects for any purpose without the specific permission
  of your immediate supervisor. The Company's software programs are in many
  instances proprietary to the Company or are utilized by the Company through
  license and usage agreements with outside authors. Software programs should not
  be copied or transmitted by any means to any third party for private usage.

5. Accounting Records

Financial statements and the books and records on which they are based must
  accurately reflect all corporate transactions. All receipts and disbursements
  of Company funds must be properly recorded in the books, and records must
  disclose the nature and purpose of the Company's transactions. All records and
  transactions are subject to review by internal and external auditors. Full
  cooperation with the auditors is expected and under no circumstances will any
  relevant information be intentionally withheld from them.

The following requirements apply to all Company records:

(a) No undisclosed or unrecorded fund or asset of the Company shall be
  established for any purpose.

(b) No false or artificial entries shall be made in the books and records of
  the Company for any reason, and no employee or officer shall engage in any
  arrangement that results in such prohibited act.

(c) All transactions shall be executed in accordance with management's
  general or specific authorization.

(d) Transactions shall be properly recorded to permit preparation of
  financial statements in accordance with generally accepted accounting
  principles and to maintain accountability for assets.

(e) No payment on behalf of the Company shall be approved or made with the
  intention or understanding that any part of such payment is to be used for any
  purpose other than that described by the documents supporting the payment.

6. Political Contributions and Activities

Bellacasa encourages its employees to maintain an interest in political
  matters, but recognizes that participation in politics is primarily a matter of
  individual choice. Involvement and participation in political activities must
  be on an individual basis, on the employee's own time, and at the employee's
  own expense. Further, when an employee speaks on public issues, it must be made
  clear that comments or statements made are those of the individual and not the
  Company.

No Company funds or assets, including the work time of any employee, will be
  contributed, loaned, or made available, directly or indirectly, to any
  political party or the campaign of any candidate for political office.

7. Trade Secrets and Confidential Information

With regard to trade secrets and confidential information of Bellacasa,
  employees must be guided by loyalty to Bellacasa and prudence in maintaining
  the secrecy of such trade secrets and confidential information. Employees
  should take care to refuse to allow the public or any other company, including
  our competitors, to obtain improper access to trade secret and confidential
  information. The following policies should be followed:

(a) Confidential information and trade secrets should be discussed only on a
  need-to-know basis with other employees.

(b) Be careful to avoid inadvertent disclosures of information in the course
  of social conversations or normal business relations with suppliers and
  customers.

(c) Any disclosure of trade secrets or confidential information outside of
  the Company should be done only when appropriate protective agreements have
  been signed which have been approved by Bellacasa's attorneys.

8. Employee Relations

Bellacasa's policy is to provide good jobs and to operate under sound and
  legal personnel policies. All employment is on an at-will basis, and employees
  are always subject to discharge at any time for any reason or for no reason.
  Our objective, however, is to be equitable and fair in the treatment of all our
  employees in all situations. This includes the following:

(a) The selection and placement of any employee is based on that employee's
  qualifications, and such decisions are always made without regard to race,
  religion, national origin, sex, age or physical or mental disabilities (so long
  as the employee/applicant is qualified for and can perform the job).

(b) Compensation shall be in accordance with the employee's contribution to
  the Company, and compensation decisions shall also be made entirely independent
  of the considerations listed above.

(c) The Company will make every effort to provide a safe and healthy work
  environment for all employees. The Company will not tolerate any sexual
  harassment in the workplace, and appropriate disciplinary action will be taken
  should any instances of sexual harassment be discovered.

9. Drug and Alcohol Abuse

Company policy precludes the use or possession of any illegal drugs or any
  alcohol on Company property. Employees are also prohibited from being on
  Company property under the influence of either drugs or alcohol.

10. Consultants

Bellacasa's policy is that all consultants that we retain should abide by
  the same code of business conduct as our employees. It is the responsibility of
  any Company employee retaining a consultant for any purpose to make sure the
  consultant is aware of our Code and agrees to abide by all of its provisions.

11. Disclosures in SEC Reports and other Public Communications

The Securities and Exchange Commission (the "SEC") requires prompt
  public disclosure of material information about the Company. It is Bellacasa's
  policy that all disclosures to the public, including disclosures in reports and
  documents that the Company files with or submits to the SEC, press releases,
  speeches and stockholder and other public communications by the Company, will be
  full, fair, accurate, timely and understandable.

12. Insider Trading

Directors, officers and employees must not use for personal gain, or reveal
  outside of the Company, material information which is neither known nor
  available to the general public. All Directors, officers and employees who are
  aware of material inside information are subject to the Company's Insider
  Trading Policy.

13. Discipline and Compliance

Failure to comply with this Code may result in disciplinary actions,
  including warnings, suspensions, termination of employment or such other
  actions as may be appropriate under the circumstances. The responsibility for
  compliance with this Code, including the duty to seek interpretation when in
  doubt, rests with each person subject to this Code.

14. Questions and Interpretations

Routine questions concerning this Code should be directed to the employee's
  immediate supervisor. Requests for specific interpretations of this Code should
  be referred to any officer of the Company. The Code is intended to provide a
  statement of Company policies and to provide guidance to Bellacasa personnel.
  All Company personnel have a continuing obligation to familiarize themselves
  with applicable laws, rules and regulations and Company policy.

15. Changes to or Waivers from the Code

The Board shall review this Code as circumstances dictate, and when
  necessary or desirable amend the Code to ensure that Bellacasa continues to
  comply with applicable laws, rules and regulations, including those of the SEC.

Any changes to this Code and any waiver from this Code, including an
  implicit waiver resulting from inaction with respect to a reported or known
  violation of this Code, for an executive officer or Director of Bellacasa may
  be made only by the Board and shall be promptly disclosed to shareholders and
  others as required by law, SEC rules and regulations. Any other change or
  waiver may be made only by an executive officer of Bellacasa or the Board.

16. Summary

It is expected that all Bellacasa personnel will transact the Company's
  business with the highest standards of integrity. By maintaining sensitivity to
  and awareness of the ethical aspects of business, we can ensure that our
  business conduct in all respects is exemplary. Bellacasa and its employees
  enjoy an outstanding reputation. Adherence to this Code will uphold and enhance
  that reputation.