Exhibit 24.1
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears on
this Form S-8 registration statement hereby constitutes and appoints Bruce I.
Lewis and Jay S. Stulberg, or either of them, with full power to act without
the other, his true and lawful attorney-in-fact and agent, with full power of
substitution and re-substitution, for him and in his name, place and stead, in
any and all capacities (unless revoked in writing) to sign any or all amendments
(including post-effective amendments thereto) to this Form S-8 registration
statement relating to the 2001 Stock Wage and Fee Payment Plan to which this
power of attorney is attached, and to file the same, with all exhibits thereto,
and other documents in connection therewith, with the Securities and Exchange
Commission, granting to said attorneys-in-fact and agents, and each of them,
full power and authority to do and perform each and every act and thing
requisite and necessary 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 attorneys-in-fact and agents, or any of them, or their
or his substitute or substitutes, may lawfully do or cause to be done by virtue
hereof.
Pursuant to the requirements of Securities Act of 1933, this registration
statement has been signed by the following persons in the capacities and on the
dates indicated.
SIGNATURE TITLE DATE
------------------------------------------------------------------------------
/s/ Bruce I. Lewis Chief Executive Officer December 5, 2000
----------------------- (Principal Executive
Bruce I. Lewis Officer), Director
/s/ Jay S. Stulberg President, Chief Operating December 5, 2000
----------------------- Officer, Chief Financial
Jay S. Stulberg Officer (Principal Financial
Officer and Principal
Accounting Officer),
Secretary, Director
/s/ David G. R. Butler Director, Compensation December 5, 2000
----------------------- Committee
David G. R. Butler
----------------------- Director, Compensation December 5, 2000
Carl J. Corcoran Committee
/s/ H. Joseph Greenberg Director December 5, 2000
-----------------------
H. Joseph Greenberg
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