CODE OF BUSINESS CONDUCT AND ETHICS
                                       OF
                        HOME PROPERTIES OF NEW YORK, INC.
                  AND ITS AFFILIATED COMPANIES (THE "COMPANY")

This Code of  Business  Conduct  and Ethics  ("Code of  Ethics")  of the Company
embodies  the  Company's  commitment  to  continue  to conduct  our  business in
accordance  with the highest ethical  standards.  All employees and directors of
the Company are expected to follow those  policies and  principles  set forth in
this Code of Ethics that apply to them.  The purposes of this Code of Ethics are
to:

-    Further our Company's culture of honesty and accountability.

-    Promote  honest and ethical  conduct,  including  the  ethical  handling of
     actual or apparent  conflicts of interest between personal and professional
     relationships.

-    Promote  full,  fair,  accurate,  timely and  understandable  disclosure in
     reports  required  to be  filed  and  other  public  communications  by the
     Company.

-    Promote compliance with applicable governmental rules and regulations.

-    Provide mechanisms to report unethical conduct.

This Code of Ethics is not  intended  to cover every  applicable  law or provide
answers  to all  questions  that  might  arise;  for that,  we must rely on each
person's  sense of what is right.  It is also  expected  that all  employees and
directors  will seek advice and  guidance on the  appropriate  course of conduct
when they experience a potential violation of these policies and principles.

A.   CONFLICTS OF INTEREST

It is the Company's policy and expectation that all employees and directors will
take actions and make decisions giving primary importance to the Company and its
shareholders.  A "conflict of interest" arises when your private  interests come
into conflict with the interests of the Company.  A conflict situation can arise
when you take  actions  or have  interests  that  make it  difficult  for you to
perform your work  objectively  and  effectively,  or when you receive  improper
personal  benefits as a result of your  position in the Company.  You must avoid
situations  which  might  cause  you to place  your  own  interests  above  your
obligations to the Company.  For purposes of this Code of Ethics, your interests
shall  include the  interests  of your family,  which  obviously  includes  your
spouse, children and stepchildren,  parents, stepparents,  siblings, mothers and
fathers-in-law,  sons and daughters-in-law and brothers and sisters-in-law,  but
also includes less immediate family members such as cousins, aunts and uncles.

Some specific conflicts of interest are described below. However, this list does
not  and is not  intended  to  cover  every  conflict  of  interest.  There  are
additional  specific  conflicts  of  interests  that can  exist by nature of the
ownership  by some  directors  and  officers of the Company of  interests in our
operating partnership,  Home Properties, L.P. and in other entities whose assets
are managed by the Company.  Specific  policies  relating to those conflicts are
included within a separate policy attached to this Policy as Appendix A.

If you are unsure  whether  your  particular  circumstances  are a  conflict  of
interest,  you should  disclose  your  situation to the  appropriate  person and
request guidance.  The appropriate persons to whom disclosure should be made (an
"Appropriate  Company  Representative")  are as follows:  for  employees  in the
corporate  office,  your  supervisor,  Internal  Audit  Manager  or the  General
Counsel;  for employees outside the corporate office, your supervisor,  Regional
Leader,  Internal Audit Manager or the General Counsel;  and for directors,  the
Chair of the  Nominating/Corporate  Governance Committee or the General Counsel.
Contact information is listed at the end of this Code of Ethics.

     1.   Corporate Opportunities.

     You are  prohibited  from taking for yourself  personally or telling others
     about any  opportunity  which you learned of because of your  position with
     the Company and which you know or could reasonably  expect that the Company
     would be  interested  (unless  the  Company  has  decided not to pursue the
     opportunity).  For example,  in  connection  with your job, you hear that a
     particular  apartment  community (of a type normally sought by the Company)
     is for sale. It is against this policy for you to advise your brother,  who
     owns a real estate company,  about the  opportunity  without first advising
     someone at the Company of the opportunity.

     In addition, you may not:

     -    use Company property,  information or position for personal  financial
          profit; or

     -    compete  with  the  Company  generally  or with  respect  to  specific
          transactions or opportunities.

     2.   Transactions with or Ownership of Vendors

     Doing personal business with the Company's vendors, suppliers, contractors,
     or customers  (collectively,  "Vendors") creates  opportunities for serious
     conflicts of interest.  In dealing with Vendors, you must make decisions in
     the best  interests of the Company and its  shareholders  without  favor or
     preference.

     You may not use the Company's  relationship or influence with any Vendor to
     achieve a personal,  individual  gain which is not  available  generally to
     employees  of the Company.  Accordingly,  any  personal  transactions  with
     Vendors  should  generally  be on arms'  length price and terms (a discount
     available to all employees is acceptable).

     You and any member of your  immediately  family may not own a "significant"
     interest  in a Vendor  with  which the  Company  does  business  unless the
     relationship  has been disclosed to and approved by an Appropriate  Company
     Representative.  A significant interest is one that is so substantial as to
     interfere  with your  exercise  of  judgment  in the best  interest  of the
     Company.

     Special  rules  relating to disclosure  and approval of any such  conflicts
     involving the officers and directors of the Company are included in Section
     E of this Code of Ethics.

     3.   Hiring Relatives

     Hiring a member of your immediate  family as an employee of the Company can
     result in many conflicts, both personal and professional.  You should never
     hire a member of your  immediate  family to work with or for you unless you
     have disclosed the  relationship to an Appropriate  Company  Representative

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