| STILLWATER
MINING COMPANY
CODE OF ETHICS
FOR CHIEF EXECUTIVE AND SENIOR FINANCIAL OFFICERS
Stillwater
Mining Company (the "Company") is committed to conducting
our business in accordance with applicable laws, rules and regulations
and the highest standards of business conduct, and to full and accurate
financial disclosure in compliance with applicable law. This Code
of Ethics, applicable to the Company's Chief Executive Officer,
Chief Financial Officer and Controller (or persons performing similar
functions) (together, "Senior Officers"), sets forth specific
policies to guide you in the performance of your duties.
As
a Senior Officer, you must not only comply with applicable law.
You also have a responsibility to conduct yourself in an honest
and ethical manner and must abide by the Business Ethics Policy
and Code of Ethics and other Company policies and procedures that
govern the conduct of our business. Your leadership responsibilities
include creating a culture of high ethical standards and commitment
to compliance, maintaining a work environment that encourages employees
to raise concerns, and promptly addressing employee compliance concerns.
Compliance
With Laws, Rules And Regulations
You
are required to comply with the laws, rules and regulations that
govern the conduct of our business and to report any suspected violations
in accordance with the section below entitled "Compliance With
Code Of Ethics."
Conflicts
Of Interest
A
conflict of interest occurs when your private interests interfere
in any way, or even appear to interfere, with the interests of the
Company. Your obligation to conduct the Company's business in an
honest and ethical manner includes the ethical handling of actual
or apparent conflicts of interest between personal and professional
relationships. Before making any investment, accepting any position
or benefits, participating in any transaction or business arrangement
or otherwise acting in a manner that creates or appears to create
a conflict of interest, you must make full disclosure of all facts
and circumstances to the chair of the Audit Committee of the Board
of Directors, and obtain the prior written approval of the Audit
Committee of the Board of Directors.
Disclosures
It
is Company policy to make full, fair, accurate, timely and understandable
disclosure in compliance with all applicable laws and regulations
in all reports and documents that the Company files with, or submits
to, the Securities and Exchange Commission and in all other public
communications made by the Company. As a Senior Officer, you are
required to promote compliance by all employees with this policy
and to abide by Company standards, policies and procedures designed
to promote compliance with this policy.
Compliance
With Code Of Ethics
If
you know of or suspect a violation of applicable laws, rules or
regulations or this Code of Ethics, you must immediately report
that information to the General Counsel, any member of the Audit
Committee of the Board of Directors or any member of the Board of
Directors. No one will be subject to retaliation because of a good
faith report of a suspected violation.
Violations
of this Code of Ethics may result in disciplinary action, up to
and including discharge. The Audit Committee of the Board of Directors
shall determine, or shall designate appropriate persons to determine,
appropriate action in response to violations of this Code.
Waivers
Of Code Of Ethics
If
you would like to seek a waiver of the Code of Ethics you must make
full disclosure of your particular circumstances to the Audit Committee
of the Board of Directors. Amendments to and waivers of this Code
of Ethics will be publicly disclosed as required by applicable law
and regulations.
No
Rights Created
This
Code of Ethics is a statement of certain fundamental principles,
policies and procedures that govern the Company's Senior Officers
in the conduct of the Company's business. It is not intended to
and does not create any rights in any employee, customer/client,
visitor, supplier, competitor, shareholder or any other person or
entity.
ACKNOWLEDGMENT
Please indicate
that you have received, read and will abide by this statement of
policy by signing your name and dating the attached acknowledgment
and returning it promptly to your department head.
I certify
that I have received and read and that I will abide by the Code
of Ethics distributed to me on April 12, 2006.
By:
____________________________________________
/s/ Francis R. McAllister
Name:
Francis R. McAllister
Title: Chairman and Chief Executive Officer
By:
____________________________________________
/s/ Gregory A. Wing
Name: Gregory A. Wing
Title: Chief Financial Officer and Vice President
By:
____________________________________________
/s/ Rhonda Ihde
Name: Rhonda Ihde
Title: Controller
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