Exhibit 14

                                 Code of Ethics
                                       for
          The Chief Executive Officer and Principal Financial Officers

                                                                  March 11, 2003

This Code of Ethics for the Chief  Executive  Officer  and  Principal  Financial
Officers  (this  "Code of Ethics")  governs  the conduct of the Chief  Executive
Officer,  Chief Financial Officer, and Controller of Kerr-McGee Corporation (the
"Company").  This Code of Ethics  supplements--but does not replace--the Code of
Business Conduct and Ethics applicable to all employees, officers, and directors
and is designed to deter wrongdoing and to promote ethical and legal behavior by
the Company's Chief Executive Officer, Chief Financial Officer, and Controller.

Each of the Chief Executive Officer, Chief Financial Officer, and Controller are
responsible for:

          o Acting with honesty and integrity,  and avoiding  actual or apparent
            conflicts   of  interest   involving   personal   and   professional
            relationships, as described in the Company's Code of Conduct;

          o Disclosing  to the  general  counsel  any  material  transaction  or
            relationship  that reasonably could be expected to give rise to such
            a conflict;

          o Ensuring  that the  Company's  disclosure  controls  and  procedures
            function properly and providing officials of the Company information
            that is full,  fair,  accurate,  complete,  objective,  timely,  and
            understandable  for  inclusion in filings the Company makes with the
            Securities   and   Exchange   Commission   and   in   other   public
            communications made by the Company;

          o Complying with laws, rules, and regulations of all U.S. and non-U.S.
            governmental   entities,   as  well  as  other  private  and  public
            regulatory agencies to which the Company is subject; and

          o Reporting  to the  general  counsel any  violations  of this Code of
            Ethics of which each such person is aware.

The waiver of any duty or  responsibility  set forth in this Code of Ethics must
be made by the Board of  Directors  of the  Company  and will be  reported  in a
public filing with the  Securities and Exchange  Commission  within two business
days after such waiver is granted.

ACKNOWLEDGMENT

This is to  acknowledge  receipt of the Code of Ethics  for the Chief  Executive
Officer and Principal Financial Officers. I understand that failure to adhere to
the principles and  responsibilities set forth in this Code of Ethics may result
in disciplinary action,  including reprimand,  warnings,  suspension,  demotion,
salary  reduction,  restitution  and/or  discharge,  as well as  possible  legal
penalties.

Name (please print) __________________________

Signature __________________________________

Date ______________________________________