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**EXHIBIT 14

                             OFFICIAL CODE OF ETHICS
                                       FOR
                                 HYDROFLO, INC.**

        Pursuant to 247CFR which requires registered investment companies and their
investment advisers and principal underwriters to adopt a code of ethics and
reporting requirements to prevent fraudulent, deceptive and manipulative
practices, the following document sets forth Hydroflo, Inc.'s official Code of
Ethics as adopted by the corporation's Board of Directors on March 23, 2004.

**SECTION 1 - DEFINITIONS**

(1)     "Fund" shall mean Hydroflo, Inc.
(2)     "Access person" means any director, officer, general partner, or advisory
        person of the Fund.
(3)     "Advisory person" means any employee of the Fund, who, in connection with
        his or her regular functions or duties, makes, participates in, or obtains
        information regarding the purchase or sales of a security by the Fund, or
        whose functions relate to the making of any recommendations with respect to
        such purchases or sales; and any natural person in a control relationship
        to the Fund who obtains information concerning recommendations made to the
        Fund with regard to the purchase or sale of a security.
(4)     "Purchase or sale of a security" includes, inter alia, the writing of an
        option to purchase or sell a security.
(5)     "Control" shall have the same meaning as that set forth in Section 2(a)(9)
        of the Investment Company Act.
(6)     "Security" shall have the meaning set forth in 2(a)(36) of the Investment
        Company Act, except that it shall not include shares of registered open-end
        investment companies, securities issued by the Government of the United
        States, short term debt securities which are "government securities" within
        the meaning of Section 2(a)(16) of the Investment Company Act, bankers'
        acceptances, bank certificates of deposit, commercial paper, and such other
        money market instruments as designated by the board.
(7)     "Beneficial ownership" shall be interpreted in the same manner as it would
        be in determining whether a person is subject to the provisions of Section
        16 of the Securities Exchange Act of 1934 and the rules and regulations
        there under, except that the determination of direct or indirect beneficial
        ownership shall apply to all securities which an access person has or
        acquires.
(8)     "Investment company" means a company registered as such under the
        Investment Company Act of 1940, as amended.
(9)     "Manipulation" means to alter by artful, insidious, or unfair means to
        serve one's purpose.

**SECTION 2 - PROHIBITIONS**

No access person of Hydroflo, Inc., or any of it's subsidiaries, shall purchase
or sell, directly or indirectly, any security in which he or she has, or by
reason of such transaction acquires, any direct or indirect beneficial ownership
and which he or she knows or should have known at the time of such purchase or
sale:

        (a) is being considered for purchase or sale by the Fund; or

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        (b) is being purchased or sold by the Fund; or
        (c) is being sold short by the Fund.

**SECTION 3 - EXEMPTED TRANSACTIONS**

The prohibitions of Section 2 of this Code shall not apply to:

(a)     Purchases or sales affected in any account over which the access person has
        no direct or indirect influence or control.
(b)     Purchases or sales of securities that are not eligible for purchase or sale
        by the Fund.
(c)     Purchases or sales that are non-volitional on the part of either the access
        person or the Fund.
(d)     Purchases, which are part of an automatic dividend reinvestment plan.
(e)     Purchases effected upon the exercise of rights issued by an issuer pro-rata
        to all holders of a class of securities, to the extent such rights were
        acquired from the issuer, and sales of such rights so acquired.
(f)     Purchases or sales that receive the prior approval of the Fund's Board
        because they are only remotely potentially harmful to the Fund, because
        they would be very unlikely to affect a highly institutional market, or
        because they clearly are not related economically to the securities to be
        purchased, sold or held by the Fund.

**SECTION 4 - REPORTING**

(a)     Every access person shall voluntarily report to the Fund, on a timely
        basis, the information described in Section 4(c) of this Code with respect
        to transactions in any security in which such access person has, or by
        reason of such transaction acquires, any direct or indirect beneficial
        ownership in the security; provided, however, that an access person shall
        not be required to make a report with respect to transactions effected for
        any account over which such person does not have any direct or indirect
        influence.
(b)     A disinterested director of the Fund need only report a transaction in a
        security if such director, at the time of that transaction, knew or, in the
        ordinary course of fulfilling his or her official duties as a director of
        the Fund, should have known that, during the 15-day period immediately
        preceding the date of the transaction by the director, such security was
        purchased or sold by the Fund or was being considered by the Fund or its
        investment advisor for the purchase or sale by the Fund.
(c)     Every report shall be made not later than 10 days after the end of the
        calendar quarter in which the transaction to which the report relates was
        effected, and shall contain the following information:

        (i)     The date of the transaction, the title and number of shares, and the
                principal amount of each security involved.
        (ii)    The nature of the transaction (i.e., purchase, sale or any other type of
                acquisition or disposition).
        (iii)   The price at which the transaction was effected.
        (iv)    The name of the broker, dealer or bank with or through whom the transaction
                was effected.

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It is the intent of the Fund to abide by Rule 17j-1, the Rule dictates the
reporting requirement, and as the Rule is amended, from time to time, to
review the Rule to insure that the Fund diligently abides by all aspects of
the reporting requirements under said Rule.

**SECTION 5 - SANCTIONS**

        Section (b)(1) of Rule 17j-1 requires Funds to "use reasonable diligence,
and institute procedures reasonably necessary, to prevent violations" of its
codes of ethics.

        Upon discovering a violation of this Code of Ethics, the board of directors
of the Fund may impose such sanctions as it deems appropriate, including, inter
alia, a letter of censure or suspension or termination of the employment of the
violator. Such a violation might include, but are not limited to, filing
incomplete, untimely, or false reports and engaging in any manipulative practice
or course of business that operates as a fraud upon such registered investment
company.

        Rule17j-1 does not supplant any obligation or prohibition to which an
access person may be subject under the Investment Advisors Act of 1940 or any
other federal securities laws.

**SECTION 7 - SIGNATURES**

/s/ Dennis L Mast                        March 23, 2004
    Director                             Date

/s/ Shane Traveler                       March 23, 2004
    Director                             Date

/s/ Ross Smith                           March 23, 2004
    Director                             Date

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