Exhibit 14.1



                             DEL LABORATORIES, INC.

                                 CODE OF ETHICS


Senior Financial Officers hold an important and elevated role in corporate
governance. As part of the Del Laboratories, Inc. Leadership Team, Senior
Financial Officers, including the Chief Executive Officer, Chief Financial
Officer, Controller, Treasurer and Financial Reporting Officer are vested with
both the responsibility and authority to protect, balance and preserve the
interests of all of the enterprise stakeholders, including shareholders,
clients, employees, suppliers, and citizens of the communities in which business
is conducted. Senior Financial Officers fulfill this responsibility by
prescribing and enforcing the policies and procedures employed in the operation
of the enterprise's financial organization, and by demonstrating the following:

        I.   HONEST AND ETHICAL CONDUCT

         Senior Financial Officers will exhibit and promote the highest
         standards of honest and ethical conduct through the establishment and
         operation of policies and procedures that:

         o    Encourage and reward professional integrity in all aspects of the
              financial organization, by eliminating inhibitions and barriers to
              responsible behavior, such as coercion, fear of reprisal, or
              alienation from the financial organization or the enterprise
              itself.

         o    Prohibit and eliminate the appearance or occurrence of conflicts
              between what is in the best interest of the enterprise and what
              could result in material personal gain for a member of the
              financial organization, including Senior Financial Officers.

         o    Provide a mechanism for members of the finance organization to
              inform senior management of deviations in practice from policies
              and procedures governing honest and ethical behavior.

         o    Demonstrate their personal support for such policies and
              procedures through periodic communication reinforcing these
              ethical standards throughout the organization.

    II.      FINANCIAL RECORDS AND PERIODIC REPORTS

         Senior Financial Officers will establish and manage the enterprise
         transaction and reporting systems and procedures to ensure that:

         o    Business transactions are properly authorized and completely and
              accurately recorded on the Company's books and records in
              accordance with Generally Accepted Accounting Principles (GAAP)
              and established company financial policy.

         o    The retention or proper disposal of Company records shall be in
              accordance with established enterprise financial policies and
              applicable legal and regulatory requirements.

         o    Periodic financial communications and reports will be delivered in
              a manner that facilitates the highest degree of clarity of content
              and meaning so that readers and users will quickly and accurately
              determine their significance and consequence.

 III.    COMPLIANCE WITH APPLICABLE LAWS, RULES AND REGULATIONS

         Senior Financial Officers will establish and maintain mechanisms to:

         o    Educate members of the finance organization about any federal,
              state or local statute, regulation or administrative procedure
              that affects the operation of the finance organization and the
              enterprise generally.

         o    Monitor the compliance of the finance organization with any
              applicable federal, state or local statute, regulation or
              administrative rule.

         o    Identify, report and correct in a swift and certain manner, any
              detected deviations from applicable federal, state or local
              statute or regulation.