EXHIBIT 14.1

CODE OF ETHICS FOR
CHIEF EXECUTIVE OFFICER, CHIEF FINANCIAL OFFICER AND
CONTROLLER

TEAMSTAFF, INC.

Effective June 2003

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CODE OF ETHICS FOR CHIEF EXECUTIVE OFFICER, CHIEF FINANCIAL OFFICER, AND
CONTROLLER

INTRODUCTION

TeamStaff is committed to fostering an environment throughout our organization
that supports and reinforces our commitment to the highest ethical standards. To
that end, TeamStaff has adopted a Code of Ethics. The Code of Ethics applies to
TeamStaff directors, officers and employees alike. However, certain of our
officers and employees - our Chief Executive Officer, Chief Financial Officer,
and Controller - provide services and perform functions that merit a more
detailed expression of their duties, because they are singularly responsible for
the integrity, accuracy and timeliness of our periodic financial reports to
regulators and the investing public. Thus, TeamStaff's Board of Directors has
adopted this Code of Ethics for our Chief Executive Officer, Chief Financial
Officer, and Controller.

This Code of Ethics is intended to supplement our company-wide Code of Ethics.
Along with our Code of Ethics, Employee Handbook and other policies, procedures
and guidelines adopted from time to time, this Code of Ethics is designed to
deter wrongdoing and promote:

    -    Honest and ethical conduct, including ethical handling of actual or
         apparent conflicts of interest between personal and professional
         relationships;

    -    Full, fair, accurate, timely and understandable disclosure in reports
         and documents that TeamStaff files with, or submits to, the United
         States Securities and Exchange Commission and in other public
         communications made by TeamStaff;

    -    Compliance with applicable governmental laws, rules and regulations;

    -    The prompt internal reporting of violations of this Code; and

    -    Accountability for adherence to this Code.

Each one of the individuals covered by this Code of Ethics must abide by its
terms. Any waiver of this Code of Ethics must be approved in writing by the
Audit Committee of TeamStaff's Board of Directors. Adherence to this Code of
Ethics by those covered by it is a condition of employment. Violators are
subject to disciplinary action, up to and including dismissal from TeamStaff and
criminal prosecution.

REPORTING VIOLATIONS

If you become aware or suspect that a violation of this Code of Ethics or the
principles it embodies has occurred, you should immediately report the incident
to the General Counsel. You may make a good faith report of a suspected
violation secure in the knowledge that TeamStaff will not allow retaliation for
reporting your concerns. TeamStaff will make appropriate efforts to safeguard
the confidentiality of your report. However, confidentiality cannot be assured
in every instance. For example, there may be circumstances that require us to
report illegal conduct to appropriate law enforcement authorities.


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ENFORCEMENT

The Corporate General Counsel will oversee any investigation into a suspected
violation of this Code of Ethics. When appropriate, the Corporate General
Counsel will take statements, interview witnesses and prepare a written report
of facts and findings. The Corporate General Counsel will report his facts and
findings directly to the Audit Committee of the Board of Directors, which will
promptly determine appropriate action based on the facts and information
presented. It is TeamStaff's goal that this Code of Ethics be enforced fairly
and consistently.

The Corporate General Counsel will provide periodic reports directly to the
Audit Committee regarding compliance with this Code of Ethics.

RESPONSIBILITIES TO TEAMSTAFF

CONFLICTS OF INTEREST

The business decisions and actions of our principal executive, financial and
accounting personnel must never be influenced by personal considerations or
personal relationships. These individuals should avoid any relationship or
activity that might impair - or even appear to impair - their ability to make
objective and fair decisions while performing their jobs. For example, a
conflict of interest may occur when family members or close personal friends are
involved in business relationships with you, either inside or outside the
company. Other examples of potential conflicts of interest include:

    -    employment by a competitor or potential competitor while you are
         employed by TeamStaff;

    -    acceptance of gifts, payments, services or anything of value from
         anyone seeking to do business with TeamStaff;

    -    placement of TeamStaff business with an entity in which you or a family
         member has a financial interest; and

    -    a significant ownership interest in a TeamStaff competitor.

Where even the appearance of a conflict of interest may exist, share the facts
with and seek guidance from your manager or notify the Corporate General
Counsel. If you believe that a conflict of interest exists or if you believe
that there is a material transaction or relationship that reasonably could be
expected to give rise to a conflict of interests, you must report it to the
Corporate General Counsel immediately upon its discovery.

ACCEPTANCE OF GIFTS

Gifts, meals and business entertainment are common in business. They can help us
build better relationships with our clients and vendors. Although the types of
gifts, meals and entertainment that are appropriate in a business environment
depends on many factors, generally, TeamStaff employees may accept gifts, meals
and business entertainment of a nominal value from clients and vendors. It is
often difficult to define "nominal" - and $50.00 may well be an appropriate
limit - but common sense and good business ethics should be your guide. If the
gift, meal or entertainment seems too lavish, it probably is. A gift, meal or
other form of entertainment that is too lavish may give rise to an actual or


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apparent conflict of interest. Remember, you hold a special position of trust at
TeamStaff. You should not be influenced in any way by gifts or other offers -
from internal or external sources.

Under no circumstances should you solicit or request gifts, meals, favors or
services. Additionally, you should not accept anything if it will obligate you,
make you feel obligated or may be construed to obligate you to do business with
the giver. You should also never accept gifts of cash or securities. If you are
in doubt as to whether a particular gift is appropriate, seek guidance from your
manager or the Corporate General Counsel.

CONFIDENTIAL INFORMATION

TeamStaff has expended substantial resources in developing and protecting
confidential business information. This sort of information includes, but is not
limited to, customer and supplier lists, pricing models and materials, marketing
strategies, non-public financial data and other sensitive information to which
you may help develop or be provided access while you are a TeamStaff employee.
You should take reasonable and appropriate security measures to protect
TeamStaff's confidential information.

As one of TeamStaff's principal executive, financial or accounting personnel,
you will have special access to TeamStaff's confidential business and financial
information. This may include non-public growth and acquisition strategies,
trend reports and analyses, pro-forma financial statements and other financial
information in draft or preliminary form. You should never disclose this
information to individuals outside the Company and you should caution
individuals within the Company to whom you provide such information to carefully
maintain its confidentiality and prevent its disclosure.

Your responsibility to preserve the confidentiality of TeamStaff's proprietary
business information continues even after the termination of your employment
with TeamStaff.

OUR RESPONSIBILITIES TO OUR SHAREHOLDERS

INSIDER TRADING

TeamStaff is a publicly traded company, traded on the NASDAQ National Market
under the symbol "TSTF." The market price of our shares is based on the public's
knowledge of our Company. It is against the law for TeamStaff employees to buy
or sell TeamStaff stock based on material, non-public ("inside") information. To
do so provides you with an unfair advantage. Remember, because of your position
with the company, you have and will continue to have access to a significant
amount of inside information. Additionally, it is illegal for you to provide
"tips" about inside information to those outside the Company so that they may
trade in TeamStaff stock. Simply stated, material, non-public information is not
to be used for personal gain, and you should not trade in TeamStaff stock when
you possess such information. If you have any question regarding whether it is
appropriate to engage in any transaction, contact the Corporate General Counsel.


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FINANCIAL AND OTHER REPORTING

TeamStaff has a responsibility to maintain complete, accurate and reliable
records of our business and must meet the disclosure requirements imposed by the
United States Securities and Exchange Commission and by NASDAQ. You have a
special role in the preparation of these reports. To satisfy these requirements
TeamStaff has implemented procedures to ensure that only proper transactions are
entered into by the Company, that such transactions have proper management
approval, that such transactions are properly accounted for in the books and
records of the Company and that the reports and financial statements of the
Company fairly and accurately reflect such transactions. You should familiarize
yourself with these policies, accounting controls, procedures and records and
must comply with these requirements. Indeed, you should continually work to
identify areas for improvement in our internal controls and procedures for
financial reporting. You have a special responsibility for implementing any
improvements that are deemed warranted. Ultimately, TeamStaff's principal
executive, finance and accounting personnel bear significant responsibility for
the accuracy and timeliness of disclosures in reports and documents TeamStaff's
files with or submits to the Securities and Exchange Commission and in other
public communications.

Additionally, TeamStaff has established a Disclosure Committee. The Disclosure
Committee is (or certain of its members are), among other things, charged with
reviewing TeamStaff's periodic reports and press releases. It is an especial
responsibility of the Committee to ensure that it has reviewed and disseminated
all material information about the Company that, by law, should be disseminated.
You may be asked to serve on this Committee or to review certain materials in
connection with the Committee's responsibilities. When you are asked to do so,
you must do so faithfully and in accordance with the Committee's Charter. You
also should report to the Committee such information that the Committee needs to
carry out its role and duties.

Our Responsibilities Under The Law

COMPLIANCE WITH APPLICABLE STATUTES, RULES AND REGULATIONS

TeamStaff is required to comply with various statutes, rules and regulations.
These range from the federal securities laws, including, without limitation, the
Sarbanes-Oxley Act of 2002, to the rules of the NASDAQ securities exchange. You
must comply with, and assist TeamStaff with compliance with, all applicable
statutes, rules and regulations. If you have any questions about applicable
statutes, rules and regulations and the conduct required of you, you should
speak to your manager or the Corporate General Counsel.

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