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<TYPE>EX-14.1
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<DESCRIPTION>EXHIBIT 14.1
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                                                                    EXHIBIT 14.1


                                 CODE OF ETHICS

INTRODUCTION

This Code of Ethics ("Code") governs the actions and working relationships of
SIFCO employees, officers and directors with fellow employees, current and
potential customers, suppliers, competitors, government and regulatory agencies,
and all other business associates. It applies to all SIFCO salaried employees in
all divisions, without exception.

It is SIFCO's policy to conduct all business according to the highest ethical
standards of conduct. Each employee is responsible for maintaining these high
standards by, among other things, doing his or her job without an actual or
apparent conflict of interest, maintaining the confidentiality of Company
information, complying with all applicable laws and regulations, protecting
Company property, and treating others fairly and honestly. These
responsibilities are discussed in more detail in the Code itself.

As a condition of employment with SIFCO, every employee must strictly obey this
Code of Ethics and any underlying policies and procedures. Any employee who
knows or suspects a violation of the Code must promptly report it (see
"Reporting of Violations"). Further, no supervisory employee shall knowingly
fail to prevent an employee from taking action that is in violation of this
Code. When in doubt, employees have the responsibility to seek clarification
from their immediate supervisor, the Human Resources Department, or a Corporate
Officer. Violations of the Code of Ethics are subject to corrective action, up
to and including termination.

I.  CONFLICTS OF INTEREST

A conflict of interest occurs when your private interest interferes with the
interests of SIFCO. It is not possible to specify every action that may present
a conflict of interest; however this policy will outline some situations that
frequently present problems. For purposes of this policy, a "supplier" includes
those providing not only goods, but also services, such as consultants,
transportation companies, financial institutions, equipment lessors and
technology licensers. A "customer" includes not only those who purchase SIFCO's
regular products or services, or license its technology, but also those who can
exercise major influence on SIFCO's customers.

Outside Employment or Activity

Full-time employees are hired and continue in SIFCO Industries' employ with the
understanding that SIFCO is their primary employer. All employees are prohibited
from other employment or commercial involvement that is or may potentially be in
conflict with the business interests of SIFCO.

  o   No employee shall serve as a consultant or employee for a supplier,
      competitor or customer without first receiving written permission from
      SIFCO.

  o   An employee who is invited to serve as an officer, director, consultant or
      advisor for any outside business organization shall obtain permission from
      SIFCO before accepting such position.

  o   No employee shall permit other employment or outside business activity to
      interfere with or compete with the performance of his or her duties for
      SIFCO, including the ability to perform required overtime assignments.

  o   SIFCO encourages civic, charitable, educational and political activities
      as long as they do not interfere with the performance of your duties at
      SIFCO.

Improper Payments or Inducements For purposes of this policy, an "employee"
includes you and any member of your household and/or immediate family.

Gifts/Other Personal Benefits

No employee shall seek or accept any commission, fee, gratuity or other personal
cash benefit from any person or company in connection with the furnishing of
goods or services to SIFCO, nor shall the employee accept any non-cash benefit
that may affect, or appear to influence, his or her business judgment. An
employee may accept common courtesies, sales promotional items and
business-related meals, entertainment, gifts or favors when the value involved
is not significant and clearly will not place the employee under any obligation
to the donor.


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Business Entertainment

All dealings with actual or potential suppliers and customers shall be conducted
in a manner that reflects both SIFCO's best interests and its high ethical
standards. An employee may entertain potential or actual customers or suppliers
in a manner appropriate to the business relationship and associated with
business discussions, provided the expenses are reasonable and authorized, no
laws or generally accepted ethical standards are violated, and public disclosure
of the facts of the entertainment will not embarrass SIFCO.

Bribes, Kickbacks and Other Questionable Payments

No employee shall accept or enter into any payment arrangement when the employee
knows or should suspect (from the surrounding circumstances) that the intent or
probable result of the arrangement is to improperly influence the employee or
any other individual to make corporate decisions or take action that would
benefit the person offering such payment or arrangement. Examples of improper
payment arrangements include, but are not limited to, receipt or provision of
cash payments or anything of value, consulting or service agreements, bribes,
and kickbacks.

Similarly, no employee shall make or offer, or arrange to make or offer, an
improper payment arrangement that is intended to or will probably result in an
individual, company or organization being improperly influenced to make
decisions or take action that would benefit the individual, company or
organization and that are designed to secure favored treatment for SIFCO in
connection with business dealings with any actual or prospective customer,
supplier or other organization.

Personal Ownership Interests

No employee shall have any ownership interest in any supplier, competitor or
customer, except an ownership interest in a publicly-traded company where the
employee has no influence in or on the management of that company.

Pursuing Corporate Opportunities/Interests

No employee shall knowingly buy for his or her own account or for any member of
his or her family any security or property interest that SIFCO may be
considering buying until such time as SIFCO has publicly announced its decision
to buy.

Competition

No employee shall compete, or prepare to compete or aid others in competing with
SIFCO, directly or indirectly, in the purchase, sale or lease of property or
products or services either manufactured or distributed by SIFCO.

Related-Party Transactions

No employee shall act on behalf of SIFCO in any transaction with a supplier,
competitor or customer in which a relative by blood or marriage or a member of
the employee's household is a principal, officer or representative, unless the
transaction is approved by the employee's supervisor and the next higher level
of management.

II.  CONFIDENTIALITY

Confidential information is defined as any and all written or oral information
about the Company's operations and business activities that has not been made
public and is not common knowledge among competitors, customers, suppliers and
others, and/or that might be useful to or desired by others seeking information
to buy or sell the Company stock, or to compete against the Company. By way of
example, confidential information includes, but is not limited to:

  o  Information about contract negotiations with potential suppliers,
     contractors or customers

  o  Information about contractual agreements between suppliers, contractors or
     customers

  o  Information about other Company transactions, including proposed
     transactions such as acquisitions or dispositions of stock or assets

  o  Information about any secret process or trade secret of the Company

  o  Financial, accounting, cost information and financial projections
     concerning the Company

  o  Information about the Company's plans and strategies

  o  Information about other companies, where the value of the securities of
     other companies is likely to be influenced by actions of the Company

  o  Information obtained from customers, suppliers and/or others, which the
      Company has agreed to keep confidential

  o  Information about any Company employee that is personal in nature, such as
     wages, benefits information, performance results or disciplinary actions.


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An employee shall not:

o    disclose any confidential information, purposefully or inadvertently (e.g.,
     through casual conversation) to any unauthorized person inside or outside
     the Company;

o    use any confidential information of the Company for his own interest or
     against the interest of the Company;

o    remove from Company facilities, except as absolutely required in his duties
     to the Company, any drawings, blueprints, reports, manuals, customer lists,
     computer programs, trade secrets or other confidential materials relating
     to or useful in the business or affairs of the Company.

III.  COMPLIANCE WITH LAWS, RULES AND REGULATIONS

It is SIFCO's policy to comply with both the letter and the spirit of all laws,
both foreign and domestic. Illegal conduct can never be in the Company's best
interests. No employee will enter into any transaction on the Company's behalf
that the employee knows or should know would violate any law or regulation, nor
will you assist any third party in violating any law or regulation, whether or
not such assistance in itself is a violation. The laws and regulations with
which each department and location must comply will vary. You are responsible
for knowing the specific laws and regulations that affect your job and location.
You must consult your supervisor if you have any questions about any such laws
and regulations and their application to your job. The following is a
non-exclusive list of laws to which all SIFCO employees must adhere:

Accurate Books and Records

All funds, other assets and transactions of the Company must be properly
documented, fully accounted for and promptly and accurately recorded in the
Company's books and records in conformity with accounting principles generally
accepted in the United States of America (GAAP), and the Company will adhere to
the intent of the accounting and disclosure requirements established by the U.S.
Securities and Exchange Commission. No employees may engage in the making of
false or fictitious entries in Company books or records (including employee
timesheets) with respect to Company transactions or the disposition of Company
assets.

Insider Trading and Securities Law Compliance

An employee may not, directly or indirectly, disclose material non-public
Company information to a third party. Further, an employee may not purchase or
sell (or advise someone else to purchase or sell) the Company's stock based on
such information until the third business day after the information has been
publicly disseminated. "Material" information is information which has the
potential to affect the market price of Company stock, and/or which a reasonable
investor would consider important in determining whether to buy or sell the
Company's stock. Material information may include, but is not limited to, annual
and quarterly earnings results, projections of future earnings or losses,
changes in the Company's dividend policy, changes in management and significant
acquisitions or dispositions. Either positive or negative information may be
considered material. When in doubt, employees should contact SIFCO's Chief
Financial Officer and/or Corporate Secretary for guidance.

Political Contributions

Employees shall not use Company funds for contributions of any kind to any
political party or committee in the United States or any foreign country, or to
any candidate for or holder of any office of any government, national, state or
local.

Workplace Health and Safety Laws

The Company will conduct its operations in compliance with all applicable
environmental and health and safety laws and regulations, in keeping with good
corporate citizenship and with a positive commitment to the protection of the
natural and workplace environments. Workplace health and safety laws will vary
among departments and locations. You are responsible for knowing the specific
laws and regulations that affect your job and location.

IV.   PROTECTION AND PROPER USE OF COMPANY PROPERTY

All employees must ensure the efficient and proper use of Company property and
assets. Any actions that permit or result in Company property being damaged,
wasted or lost are strictly prohibited. Company property must not be used for
improper personal benefit. It may not be sold, loaned, given away or otherwise
disposed of, regardless of value, except with proper authorization.


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V.   FAIR DEALINGS

Each employee, officer and director should undertake to deal fairly with SIFCO's
employees, customers, suppliers, and competitors. No one should take advantage
of another through manipulation, concealment, abuse of privileged information,
misrepresentation of material facts, or any other unfair-dealing practices.

VI.  REPORTING OF VIOLATIONS OF THE CODE OF ETHICS

Every employee has the responsibility to report any known or reasonably
suspected violations of the law or this Code. Further, if an employee is
concerned that circumstances could lead to a violation of this code, they must
report their concerns. This allows the Company to complete an investigation,
take remedial action if necessary, and implement controls to prevent possible
future violations.

To report possible violations of or concerns about the Code, there are three
options available:

1.   You may report a potential violation to your immediate supervisor, who will
     be responsible for either addressing the situation or escalating it to the
     appropriate management individual in the Company.

2.   If the potential violation involves your immediate supervisor, or if
     circumstances are such that it would be inappropriate to notify your
     immediate supervisor, you may report a potential violation to a higher
     level of management, up to and including any Corporate Officer, or to the
     Human Resources Department.

3.   You may anonymously report a potential violation by using a confidential
     hotline administered by a third party. The number to call is
     1-866-377-2372. This hot line is available 24 hours a day, 7 days a week.
     Any calls related to accounting, internal controls and/or auditing matters
     will be directed to the Chairman of the Audit Committee of the Board of
     Directors.

All reports of possible violations will be investigated and resolved. The
Company strictly prohibits any sort of intimidation of or retaliation against an
employee for making a report based on a good faith belief that a violation did
or could potentially occur, and any such intimidating or retaliatory behavior
will be subject to corrective action up to and including termination. Similarly,
an employee who files a false report with malicious intent and without a good
faith belief that a violation did or could potentially occur will be subject to
disciplinary action up to and including termination.

VII.  ADMINISTRATION AND WAIVER OF CODE OF ETHICS

The Code of Ethics will be administered and monitored by the SIFCO Corporate
Human Resources function. Any questions and further information on this Code
should be directed to this department.

All managers are responsible for understanding this Code of Ethics and for
reviewing it with their subordinates each time a new edition of the Code is
published. They are also responsible for answering any questions or
investigating any concerns that arise from their subordinates. If the question
or concern cannot be adequately addressed by the manager, the manager is
responsible for escalating the concern to the appropriate next-level manager, or
directly to the Human Resources Department.

All employees, officers and directors are responsible for following this Code of
Ethics at all times. Generally, there should be no waivers to this Code.
However, in rare circumstances conflicts may arise that necessitate waivers.
Waivers for employees other than directors and Senior Financial Officers will be
determined on a case-by-case basis by the Corporate Human Resources Department,
with the advice of external legal counsel as necessary. Waivers for directors
and Senior Financial Officers may only be approved by the Audit Committee of the
Board of Directors and must be appropriately disclosed to the public. Senior
Financial Officers are those who hold the positions of Chairman, CEO, President,
COO, CFO, Treasurer, Corporate Controller, Business Unit General Manager, and
Business Unit Controller.

The Human Resources Department will be responsible for determining appropriate
disciplinary action, up to and including termination, which may arise from the
administration of the Code of Ethics. The appropriate discipline will be
determined based on the severity of the action taken and the actual or potential
impact to the Company.


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