CONAGRA FOODS INC /DE/
S-3, EX-24, 2000-11-03
MEAT PACKING PLANTS
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                                POWER OF ATTORNEY

                  KNOW ALL MEN BY THESE PRESENTS,  the  undersigned  Director of
ConAgra,  Inc.  constitutes  and  appoints  each of Bruce C.  Rohde and James P.
O'Donnell as his true and lawful  attorney-in-fact  and agent,  with each having
full power of substitution  and  resubstitution,  for him and in his name, place
and stead in any and all capacities, to execute a registration statement on Form
S-3  for  the   registration   under  the  Securities  Act  of  1933  of  up  to
$2,000,000,000 aggregate maximum offering price of common stock, preferred stock
and  debt   securities  of  ConAgra,   Inc.  and  any  and  all  amendments  and
post-effective  amendments and supplements to the registration statement and any
and all instruments necessary or incidental in connection therewith, and to file
the same with the Securities and Exchange Commission, granting unto each of such
attorney-in-fact  and agent, full power and authority to do and perform each and
every act and thing requisite or necessary to be done in and about the premises,
as fully to all intents and  purposes as he might or could do in person,  hereby
ratifying  and  confirming  all  that  said  attorney-in-fact  and  agent or his
substitute or substitutes may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF,  the undersigned has hereunto set his hand and seal
this 28th day of September, 2000.

                                                /s/  C. M. Harper
                                                C.  M.  Harper



<PAGE>




                                POWER OF ATTORNEY

         KNOW ALL MEN BY THESE PRESENTS,  the  undersigned  Director of ConAgra,
Inc.  constitutes  and appoints each of Bruce C. Rohde and James P. O'Donnell as
his true and lawful  attorney-in-fact  and agent, with each having full power of
substitution and resubstitution, for him and in his name, place and stead in any
and all  capacities,  to execute a  registration  statement  on Form S-3 for the
registration under the Securities Act of 1933 of up to $2,000,000,000  aggregate
maximum  offering price of common stock,  preferred stock and debt securities of
ConAgra,  Inc. and any and all  amendments  and  post-effective  amendments  and
supplements to the registration  statement and any and all instruments necessary
or incidental in connection therewith,  and to file the same with the Securities
and Exchange Commission,  granting unto each of such attorney-in-fact and agent,
full  power  and  authority  to do and  perform  each and  every  act and  thing
requisite  or necessary  to be done in and about the  premises,  as fully to all
intents and  purposes as he might or could do in person,  hereby  ratifying  and
confirming  all  that  said  attorney-in-fact  and  agent or his  substitute  or
substitutes may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF,  the undersigned has hereunto set his hand and seal
this 28th day of September, 2000.

                                                /s/   Robert A. Krane
                                                Robert A.  Krane



<PAGE>




                                POWER OF ATTORNEY

         KNOW ALL MEN BY THESE PRESENTS,  the  undersigned  Director of ConAgra,
Inc.  constitutes  and appoints each of Bruce C. Rohde and James P. O'Donnell as
his true and lawful  attorney-in-fact  and agent, with each having full power of
substitution and resubstitution, for him and in his name, place and stead in any
and all  capacities,  to execute a  registration  statement  on Form S-3 for the
registration under the Securities Act of 1933 of up to $2,000,000,000  aggregate
maximum  offering price of common stock,  preferred stock and debt securities of
ConAgra,  Inc. and any and all  amendments  and  post-effective  amendments  and
supplements to the registration  statement and any and all instruments necessary
or incidental in connection therewith,  and to file the same with the Securities
and Exchange Commission,  granting unto each of such attorney-in-fact and agent,
full  power  and  authority  to do and  perform  each and  every  act and  thing
requisite  or necessary  to be done in and about the  premises,  as fully to all
intents and  purposes as he might or could do in person,  hereby  ratifying  and
confirming  all  that  said  attorney-in-fact  and  agent or his  substitute  or
substitutes may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF,  the undersigned has hereunto set his hand and seal
this 28th day of September, 2000.

                                                /s/   Mogens Bay
                                                Mogens Bay


<PAGE>




                                POWER OF ATTORNEY

         KNOW ALL MEN BY THESE PRESENTS,  the  undersigned  Director of ConAgra,
Inc.  constitutes  and appoints each of Bruce C. Rohde and James P. O'Donnell as
his true and lawful  attorney-in-fact  and agent, with each having full power of
substitution and resubstitution, for him and in his name, place and stead in any
and all  capacities,  to execute a  registration  statement  on Form S-3 for the
registration under the Securities Act of 1933 of up to $2,000,000,000  aggregate
maximum  offering price of common stock,  preferred stock and debt securities of
ConAgra,  Inc. and any and all  amendments  and  post-effective  amendments  and
supplements to the registration  statement and any and all instruments necessary
or incidental in connection therewith,  and to file the same with the Securities
and Exchange Commission,  granting unto each of such attorney-in-fact and agent,
full  power  and  authority  to do and  perform  each and  every  act and  thing
requisite  or necessary  to be done in and about the  premises,  as fully to all
intents and  purposes as he might or could do in person,  hereby  ratifying  and
confirming  all  that  said  attorney-in-fact  and  agent or his  substitute  or
substitutes may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF,  the undersigned has hereunto set his hand and seal
this 28th day of September, 2000.

                                                /s/   Carl E. Reichardt
                                                Carl E. Reichardt



<PAGE>




                                POWER OF ATTORNEY

         KNOW ALL MEN BY THESE PRESENTS,  the  undersigned  Director of ConAgra,
Inc.  constitutes  and appoints each of Bruce C. Rohde and James P. O'Donnell as
his true and lawful  attorney-in-fact  and agent, with each having full power of
substitution and resubstitution, for him and in his name, place and stead in any
and all  capacities,  to execute a  registration  statement  on Form S-3 for the
registration under the Securities Act of 1933 of up to $2,000,000,000  aggregate
maximum  offering price of common stock,  preferred stock and debt securities of
ConAgra,  Inc. and any and all  amendments  and  post-effective  amendments  and
supplements to the registration  statement and any and all instruments necessary
or incidental in connection therewith,  and to file the same with the Securities
and Exchange Commission,  granting unto each of such attorney-in-fact and agent,
full  power  and  authority  to do and  perform  each and  every  act and  thing
requisite  or necessary  to be done in and about the  premises,  as fully to all
intents and  purposes as he might or could do in person,  hereby  ratifying  and
confirming  all  that  said  attorney-in-fact  and  agent or his  substitute  or
substitutes may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF,  the undersigned has hereunto set his hand and seal
this 28th day of September, 2000.

                                                /s/   Ronald W. Roskens
                                                Ronald W. Roskens



<PAGE>




                                POWER OF ATTORNEY

         KNOW ALL MEN BY THESE PRESENTS,  the  undersigned  Director of ConAgra,
Inc.  constitutes  and appoints each of Bruce C. Rohde and James P. O'Donnell as
her true and lawful  attorney-in-fact  and agent, with each having full power of
substitution and resubstitution, for her and in her name, place and stead in any
and all  capacities,  to execute a  registration  statement  on Form S-3 for the
registration under the Securities Act of 1933 of up to $2,000,000,000  aggregate
maximum  offering price of common stock,  preferred stock and debt securities of
ConAgra,  Inc. and any and all  amendments  and  post-effective  amendments  and
supplements to the registration  statement and any and all instruments necessary
or incidental in connection therewith,  and to file the same with the Securities
and Exchange Commission,  granting unto each of such attorney-in-fact and agent,
full  power  and  authority  to do and  perform  each and  every  act and  thing
requisite  or necessary  to be done in and about the  premises,  as fully to all
intents and  purposes as he might or could do in person,  hereby  ratifying  and
confirming  all  that  said  attorney-in-fact  and  agent or his  substitute  or
substitutes may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF,  the undersigned has hereunto set her hand and seal
this 28th day of September, 2000.

                                                /s/   Marjorie M. Scardino
                                                Marjorie M. Scardino



<PAGE>




                                POWER OF ATTORNEY

         KNOW ALL MEN BY THESE PRESENTS,  the  undersigned  Director of ConAgra,
Inc.  constitutes  and appoints each of Bruce C. Rohde and James P. O'Donnell as
his true and lawful  attorney-in-fact  and agent, with each having full power of
substitution and resubstitution, for him and in his name, place and stead in any
and all  capacities,  to execute a  registration  statement  on Form S-3 for the
registration under the Securities Act of 1933 of up to $2,000,000,000  aggregate
maximum  offering price of common stock,  preferred stock and debt securities of
ConAgra,  Inc. and any and all  amendments  and  post-effective  amendments  and
supplements to the registration  statement and any and all instruments necessary
or incidental in connection therewith,  and to file the same with the Securities
and Exchange Commission,  granting unto each of such attorney-in-fact and agent,
full  power  and  authority  to do and  perform  each and  every  act and  thing
requisite  or necessary  to be done in and about the  premises,  as fully to all
intents and  purposes as he might or could do in person,  hereby  ratifying  and
confirming  all  that  said  attorney-in-fact  and  agent or his  substitute  or
substitutes may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF,  the undersigned has hereunto set his hand and seal
this 28th day of September, 2000.

                                                /s/   Walter Scott, Jr.
                                                Walter Scott, Jr.



<PAGE>




                                POWER OF ATTORNEY

         KNOW ALL MEN BY THESE PRESENTS,  the  undersigned  Director of ConAgra,
Inc.  constitutes  and appoints each of Bruce C. Rohde and James P. O'Donnell as
his true and lawful  attorney-in-fact  and agent, with each having full power of
substitution and resubstitution, for him and in his name, place and stead in any
and all  capacities,  to execute a  registration  statement  on Form S-3 for the
registration under the Securities Act of 1933 of up to $2,000,000,000  aggregate
maximum  offering price of common stock,  preferred stock and debt securities of
ConAgra,  Inc. and any and all  amendments  and  post-effective  amendments  and
supplements to the registration  statement and any and all instruments necessary
or incidental in connection therewith,  and to file the same with the Securities
and Exchange Commission,  granting unto each of such attorney-in-fact and agent,
full  power  and  authority  to do and  perform  each and  every  act and  thing
requisite  or necessary  to be done in and about the  premises,  as fully to all
intents and  purposes as he might or could do in person,  hereby  ratifying  and
confirming  all  that  said  attorney-in-fact  and  agent or his  substitute  or
substitutes may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF,  the undersigned has hereunto set his hand and seal
this 28th day of September, 2000.

                                                /s/   Kenneth E. Stinson
                                                Kenneth E. Stinson



<PAGE>




                                POWER OF ATTORNEY

         KNOW ALL MEN BY THESE PRESENTS,  the  undersigned  Director of ConAgra,
Inc.  constitutes  and appoints each of Bruce C. Rohde and James P. O'Donnell as
his true and lawful  attorney-in-fact  and agent, with each having full power of
substitution and resubstitution, for him and in his name, place and stead in any
and all  capacities,  to execute a  registration  statement  on Form S-3 for the
registration under the Securities Act of 1933 of up to $2,000,000,000  aggregate
maximum  offering price of common stock,  preferred stock and debt securities of
ConAgra,  Inc. and any and all  amendments  and  post-effective  amendments  and
supplements to the registration  statement and any and all instruments necessary
or incidental in connection therewith,  and to file the same with the Securities
and Exchange Commission,  granting unto each of such attorney-in-fact and agent,
full  power  and  authority  to do and  perform  each and  every  act and  thing
requisite  or necessary  to be done in and about the  premises,  as fully to all
intents and  purposes as he might or could do in person,  hereby  ratifying  and
confirming  all  that  said  attorney-in-fact  and  agent or his  substitute  or
substitutes may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF,  the undersigned has hereunto set his hand and seal
this 28th day of September, 2000.

                                                /s/   Clayton K. Yeutter
                                                Clayton K. Yeutter




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