<PAGE> 1
EXHIBIT 24.1
POWER OF ATTORNEY.
KNOW ALL PERSONS BY THESE PRESENTS, that each of the persons
whose signature appears below, being a member of the Board of Directors of The
Good Guys, Inc. (the "Company"), hereby constitutes and appoints Ronald A.
Unkefer and Robert A. Stoffregen, and each of them, as his true and lawful
attorney-in-fact and agent, with full power of substitution and resubstitution,
for and in his name, place and stead, in any and all capacities, to sign on his
behalf the Company's ANNUAL REPORT ON FORM 10-K for its fiscal year ended
September 30, 2000, and to execute any amendments thereto, and to file the same,
with all exhibits thereto, and all other documents in connection therewith, with
the Securities and Exchange Commission, with the full power and authority to do
and perform each and every act and thing necessary or advisable to be done in
connection therewith, 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.
This power of attorney may be executed in any number of
counterparts.
DATED: November 8, 2000
<TABLE>
<S> <C>
/s/ STANLEY R. BAKER /s/ RUSSELL M. SOLOMON
------------------------------------ -------------------------------------
Stanley R. Baker Russell M. Solomon
/s/ W. HOWARD LESTER /s/ JOSEPH P. CLAYTON
------------------------------------ -------------------------------------
W. Howard Lester Joseph P. Clayton
/s/ JOHN E. MARTIN /s/ JOSEPH M. SCHELL
------------------------------------ -------------------------------------
John E. Martin Joseph M. Schell
/s/ GARY M. LAWRENCE /s/ KENNETH R. WELLER
------------------------------------ -------------------------------------
Gary M. Lawrence Kenneth R. Weller
</TABLE>
