<PAGE> 1
EXHIBIT 24.1
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned, being a director
of EXPRESS SCRIPTS, INC., a Delaware corporation (the "Company"), does hereby
make, constitute and appoint Thomas M. Boudreau, Esq. and Keith J. Ebling, Esq.,
attorneys-in-fact and agents of the undersigned with full power and authority of
substitution and resubstitution, in any and all capacities, to execute for and
on behalf of the undersigned the Registration Statement on Form S-3 relating to
the shares of Class A Common Stock of the Company to be offered for sale by
NYLIFE HealthCare Management, Inc., and any and all amendments (including
post-effective amendments) to the Registration Statement and any other documents
and instruments incidental thereto, and to deliver and file the same, with all
exhibits thereto, and all documents and instruments in connection therewith,
with the Securities and Exchange Commission, granting unto such
attorneys-in-fact and agents full power and authority to do and perform each and
every act and thing that such attorneys-in-fact and agents deem advisable or
necessary to enable the Company to effectuate the intents and purposes hereof,
and the undersigned hereby fully ratifies and confirms all such
attorneys-in-fact and agents, or his or her substitute or substitutes, shall do
or cause to be done by virtue hereof.
IN WITNESS HEREOF, the undersigned has subscribed his name this 3rd day
of October, 2000.
/s/ Howard I. Atkins
-----------------------------------
Howard I. Atkins
<PAGE> 2
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned, being a director
of EXPRESS SCRIPTS, INC., a Delaware corporation (the "Company"), does hereby
make, constitute and appoint Thomas M. Boudreau, Esq. and Keith J. Ebling, Esq.,
attorneys-in-fact and agents of the undersigned with full power and authority of
substitution and resubstitution, in any and all capacities, to execute for and
on behalf of the undersigned the Registration Statement on Form S-3 relating to
the shares of Class A Common Stock of the Company to be offered for sale by
NYLIFE HealthCare Management, Inc., and any and all amendments (including
post-effective amendments) to the Registration Statement and any other documents
and instruments incidental thereto, and to deliver and file the same, with all
exhibits thereto, and all documents and instruments in connection therewith,
with the Securities and Exchange Commission, granting unto such
attorneys-in-fact and agents full power and authority to do and perform each and
every act and thing that such attorneys-in-fact and agents deem advisable or
necessary to enable the Company to effectuate the intents and purposes hereof,
and the undersigned hereby fully ratifies and confirms all such
attorneys-in-fact and agents, or his or her substitute or substitutes, shall do
or cause to be done by virtue hereof.
IN WITNESS HEREOF, the undersigned has subscribed his name this 1
day of October, 2000.
/s/ Stuart L. Bascomb
-----------------------------------
Stuart L. Bascomb
<PAGE> 3
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned, being a director
of EXPRESS SCRIPTS, INC., a Delaware corporation (the "Company"), does hereby
make, constitute and appoint Thomas M. Boudreau, Esq. and Keith J. Ebling, Esq.,
attorneys-in-fact and agents of the undersigned with full power and authority of
substitution and resubstitution, in any and all capacities, to execute for and
on behalf of the undersigned the Registration Statement on Form S-3 relating to
the shares of Class A Common Stock of the Company to be offered for sale by
NYLIFE HealthCare Management, Inc., and any and all amendments (including
post-effective amendments) to the Registration Statement and any other documents
and instruments incidental thereto, and to deliver and file the same, with all
exhibits thereto, and all documents and instruments in connection therewith,
with the Securities and Exchange Commission, granting unto such
attorneys-in-fact and agents full power and authority to do and perform each and
every act and thing that such attorneys-in-fact and agents deem advisable or
necessary to enable the Company to effectuate the intents and purposes hereof,
and the undersigned hereby fully ratifies and confirms all such
attorneys-in-fact and agents, or his or her substitute or substitutes, shall do
or cause to be done by virtue hereof.
IN WITNESS HEREOF, the undersigned has subscribed his name this 3rd
day of October, 2000.
/s/ Gary G. Benanav
-----------------------------------
Gary G. Benanav
<PAGE> 4
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned, being a director
of EXPRESS SCRIPTS, INC., a Delaware corporation (the "Company"), does hereby
make, constitute and appoint Thomas M. Boudreau, Esq. and Keith J. Ebling, Esq.,
attorneys-in-fact and agents of the undersigned with full power and authority of
substitution and resubstitution, in any and all capacities, to execute for and
on behalf of the undersigned the Registration Statement on Form S-3 relating to
the shares of Class A Common Stock of the Company to be offered for sale by
NYLIFE HealthCare Management, Inc., and any and all amendments (including
post-effective amendments) to the Registration Statement and any other documents
and instruments incidental thereto, and to deliver and file the same, with all
exhibits thereto, and all documents and instruments in connection therewith,
with the Securities and Exchange Commission, granting unto such
attorneys-in-fact and agents full power and authority to do and perform each and
every act and thing that such attorneys-in-fact and agents deem advisable or
necessary to enable the Company to effectuate the intents and purposes hereof,
and the undersigned hereby fully ratifies and confirms all such
attorneys-in-fact and agents, or his or her substitute or substitutes, shall do
or cause to be done by virtue hereof.
IN WITNESS HEREOF, the undersigned has subscribed his name this 3rd
day of October, 2000.
/s/ Frank J. Borelli
-----------------------------------
Frank J. Borelli
<PAGE> 5
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned, being a director
of EXPRESS SCRIPTS, INC., a Delaware corporation (the "Company"), does hereby
make, constitute and appoint Thomas M. Boudreau, Esq. and Keith J. Ebling, Esq.,
attorneys-in-fact and agents of the undersigned with full power and authority of
substitution and resubstitution, in any and all capacities, to execute for and
on behalf of the undersigned the Registration Statement on Form S-3 relating to
the shares of Class A Common Stock of the Company to be offered for sale by
NYLIFE HealthCare Management, Inc., and any and all amendments (including
post-effective amendments) to the Registration Statement and any other documents
and instruments incidental thereto, and to deliver and file the same, with all
exhibits thereto, and all documents and instruments in connection therewith,
with the Securities and Exchange Commission, granting unto such
attorneys-in-fact and agents full power and authority to do and perform each and
every act and thing that such attorneys-in-fact and agents deem advisable or
necessary to enable the Company to effectuate the intents and purposes hereof,
and the undersigned hereby fully ratifies and confirms all such
attorneys-in-fact and agents, or his or her substitute or substitutes, shall do
or cause to be done by virtue hereof.
IN WITNESS HEREOF, the undersigned has subscribed his name this 3rd
day of October, 2000.
/s/ Judith E. Campbell
-----------------------------------
Judith E. Campbell
<PAGE> 6
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned, being a director
of EXPRESS SCRIPTS, INC., a Delaware corporation (the "Company"), does hereby
make, constitute and appoint Thomas M. Boudreau, Esq. and Keith J. Ebling, Esq.,
attorneys-in-fact and agents of the undersigned with full power and authority of
substitution and resubstitution, in any and all capacities, to execute for and
on behalf of the undersigned the Registration Statement on Form S-3 relating to
the shares of Class A Common Stock of the Company to be offered for sale by
NYLIFE HealthCare Management, Inc., and any and all amendments (including
post-effective amendments) to the Registration Statement and any other documents
and instruments incidental thereto, and to deliver and file the same, with all
exhibits thereto, and all documents and instruments in connection therewith,
with the Securities and Exchange Commission, granting unto such
attorneys-in-fact and agents full power and authority to do and perform each and
every act and thing that such attorneys-in-fact and agents deem advisable or
necessary to enable the Company to effectuate the intents and purposes hereof,
and the undersigned hereby fully ratifies and confirms all such
attorneys-in-fact and agents, or his or her substitute or substitutes, shall do
or cause to be done by virtue hereof.
IN WITNESS HEREOF, the undersigned has subscribed his name this 3rd
day of October, 2000.
/s/ Barbara B. Hill
-----------------------------------
Barbara B. Hill
<PAGE> 7
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned, being a director
of EXPRESS SCRIPTS, INC., a Delaware corporation (the "Company"), does hereby
make, constitute and appoint Thomas M. Boudreau, Esq. and Keith J. Ebling, Esq.,
attorneys-in-fact and agents of the undersigned with full power and authority of
substitution and resubstitution, in any and all capacities, to execute for and
on behalf of the undersigned the Registration Statement on Form S-3 relating to
the shares of Class A Common Stock of the Company to be offered for sale by
NYLIFE HealthCare Management, Inc., and any and all amendments (including
post-effective amendments) to the Registration Statement and any other documents
and instruments incidental thereto, and to deliver and file the same, with all
exhibits thereto, and all documents and instruments in connection therewith,
with the Securities and Exchange Commission, granting unto such
attorneys-in-fact and agents full power and authority to do and perform each and
every act and thing that such attorneys-in-fact and agents deem advisable or
necessary to enable the Company to effectuate the intents and purposes hereof,
and the undersigned hereby fully ratifies and confirms all such
attorneys-in-fact and agents, or his or her substitute or substitutes, shall do
or cause to be done by virtue hereof.
IN WITNESS HEREOF, the undersigned has subscribed his name this 1
day of October, 2000.
/s/ Richard M. Kernan, Jr.
-----------------------------------
Richard M. Kernan, Jr.
<PAGE> 8
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned, being a director
of EXPRESS SCRIPTS, INC., a Delaware corporation (the "Company"), does hereby
make, constitute and appoint Thomas M. Boudreau, Esq. and Keith J. Ebling, Esq.,
attorneys-in-fact and agents of the undersigned with full power and authority of
substitution and resubstitution, in any and all capacities, to execute for and
on behalf of the undersigned the Registration Statement on Form S-3 relating to
the shares of Class A Common Stock of the Company to be offered for sale by
NYLIFE HealthCare Management, Inc., and any and all amendments (including
post-effective amendments) to the Registration Statement and any other documents
and instruments incidental thereto, and to deliver and file the same, with all
exhibits thereto, and all documents and instruments in connection therewith,
with the Securities and Exchange Commission, granting unto such
attorneys-in-fact and agents full power and authority to do and perform each and
every act and thing that such attorneys-in-fact and agents deem advisable or
necessary to enable the Company to effectuate the intents and purposes hereof,
and the undersigned hereby fully ratifies and confirms all such
attorneys-in-fact and agents, or his or her substitute or substitutes, shall do
or cause to be done by virtue hereof.
IN WITNESS HEREOF, the undersigned has subscribed his name this 2nd
day of October, 2000.
/s/ Richard A. Norling
-----------------------------------
Richard A. Norling
<PAGE> 9
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned, being a director
of EXPRESS SCRIPTS, INC., a Delaware corporation (the "Company"), does hereby
make, constitute and appoint Thomas M. Boudreau, Esq. and Keith J. Ebling, Esq.,
attorneys-in-fact and agents of the undersigned with full power and authority of
substitution and resubstitution, in any and all capacities, to execute for and
on behalf of the undersigned the Registration Statement on Form S-3 relating to
the shares of Class A Common Stock of the Company to be offered for sale by
NYLIFE HealthCare Management, Inc., and any and all amendments (including
post-effective amendments) to the Registration Statement and any other documents
and instruments incidental thereto, and to deliver and file the same, with all
exhibits thereto, and all documents and instruments in connection therewith,
with the Securities and Exchange Commission, granting unto such
attorneys-in-fact and agents full power and authority to do and perform each and
every act and thing that such attorneys-in-fact and agents deem advisable or
necessary to enable the Company to effectuate the intents and purposes hereof,
and the undersigned hereby fully ratifies and confirms all such
attorneys-in-fact and agents, or his or her substitute or substitutes, shall do
or cause to be done by virtue hereof.
IN WITNESS HEREOF, the undersigned has subscribed his name this 3rd
day of October, 2000.
/s/ Frederick J. Sievert
-----------------------------------
Frederick J. Sievert
<PAGE> 10
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned, being a director
of EXPRESS SCRIPTS, INC., a Delaware corporation (the "Company"), does hereby
make, constitute and appoint Thomas M. Boudreau, Esq. and Keith J. Ebling, Esq.,
attorneys-in-fact and agents of the undersigned with full power and authority of
substitution and resubstitution, in any and all capacities, to execute for and
on behalf of the undersigned the Registration Statement on Form S-3 relating to
the shares of Class A Common Stock of the Company to be offered for sale by
NYLIFE HealthCare Management, Inc., and any and all amendments (including
post-effective amendments) to the Registration Statement and any other documents
and instruments incidental thereto, and to deliver and file the same, with all
exhibits thereto, and all documents and instruments in connection therewith,
with the Securities and Exchange Commission, granting unto such
attorneys-in-fact and agents full power and authority to do and perform each and
every act and thing that such attorneys-in-fact and agents deem advisable or
necessary to enable the Company to effectuate the intents and purposes hereof,
and the undersigned hereby fully ratifies and confirms all such
attorneys-in-fact and agents, or his or her substitute or substitutes, shall do
or cause to be done by virtue hereof.
IN WITNESS HEREOF, the undersigned has subscribed his name this 3rd
day of October, 2000.
/s/ Stephen N. Steinig
-----------------------------------
Stephen N. Steinig
<PAGE> 11
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned, being a director
of EXPRESS SCRIPTS, INC., a Delaware corporation (the "Company"), does hereby
make, constitute and appoint Thomas M. Boudreau, Esq. and Keith J. Ebling, Esq.,
attorneys-in-fact and agents of the undersigned with full power and authority of
substitution and resubstitution, in any and all capacities, to execute for and
on behalf of the undersigned the Registration Statement on Form S-3 relating to
the shares of Class A Common Stock of the Company to be offered for sale by
NYLIFE HealthCare Management, Inc., and any and all amendments (including
post-effective amendments) to the Registration Statement and any other documents
and instruments incidental thereto, and to deliver and file the same, with all
exhibits thereto, and all documents and instruments in connection therewith,
with the Securities and Exchange Commission, granting unto such
attorneys-in-fact and agents full power and authority to do and perform each and
every act and thing that such attorneys-in-fact and agents deem advisable or
necessary to enable the Company to effectuate the intents and purposes hereof,
and the undersigned hereby fully ratifies and confirms all such
attorneys-in-fact and agents, or his or her substitute or substitutes, shall do
or cause to be done by virtue hereof.
IN WITNESS HEREOF, the undersigned has subscribed his name this 3rd
day of October, 2000.
/s/ Seymour Sternberg
-----------------------------------
Seymour Sternberg
<PAGE> 12
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned, being a director
of EXPRESS SCRIPTS, INC., a Delaware corporation (the "Company"), does hereby
make, constitute and appoint Thomas M. Boudreau, Esq. and Keith J. Ebling, Esq.,
attorneys-in-fact and agents of the undersigned with full power and authority of
substitution and resubstitution, in any and all capacities, to execute for and
on behalf of the undersigned the Registration Statement on Form S-3 relating to
the shares of Class A Common Stock of the Company to be offered for sale by
NYLIFE HealthCare Management, Inc., and any and all amendments (including
post-effective amendments) to the Registration Statement and any other documents
and instruments incidental thereto, and to deliver and file the same, with all
exhibits thereto, and all documents and instruments in connection therewith,
with the Securities and Exchange Commission, granting unto such
attorneys-in-fact and agents full power and authority to do and perform each and
every act and thing that such attorneys-in-fact and agents deem advisable or
necessary to enable the Company to effectuate the intents and purposes hereof,
and the undersigned hereby fully ratifies and confirms all such
attorneys-in-fact and agents, or his or her substitute or substitutes, shall do
or cause to be done by virtue hereof.
IN WITNESS HEREOF, the undersigned has subscribed his name this 3rd
day of October, 2000.
/s/ Barrett A. Toan
-----------------------------------
Barrett A. Toan
<PAGE> 13
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned, being a director
of EXPRESS SCRIPTS, INC., a Delaware corporation (the "Company"), does hereby
make, constitute and appoint Thomas M. Boudreau, Esq. and Keith J. Ebling, Esq.,
attorneys-in-fact and agents of the undersigned with full power and authority of
substitution and resubstitution, in any and all capacities, to execute for and
on behalf of the undersigned the Registration Statement on Form S-3 relating to
the shares of Class A Common Stock of the Company to be offered for sale by
NYLIFE HealthCare Management, Inc., and any and all amendments (including
post-effective amendments) to the Registration Statement and any other documents
and instruments incidental thereto, and to deliver and file the same, with all
exhibits thereto, and all documents and instruments in connection therewith,
with the Securities and Exchange Commission, granting unto such
attorneys-in-fact and agents full power and authority to do and perform each and
every act and thing that such attorneys-in-fact and agents deem advisable or
necessary to enable the Company to effectuate the intents and purposes hereof,
and the undersigned hereby fully ratifies and confirms all such
attorneys-in-fact and agents, or his or her substitute or substitutes, shall do
or cause to be done by virtue hereof.
IN WITNESS HEREOF, the undersigned has subscribed his name this 3
day of October, 2000.
/s/ Howard L. Waltman
-----------------------------------
Howard L. Waltman
<PAGE> 14
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned, being a director
of EXPRESS SCRIPTS, INC., a Delaware corporation (the "Company"), does hereby
make, constitute and appoint Thomas M. Boudreau, Esq. and Keith J. Ebling, Esq.,
attorneys-in-fact and agents of the undersigned with full power and authority of
substitution and resubstitution, in any and all capacities, to execute for and
on behalf of the undersigned the Registration Statement on Form S-3 relating to
the shares of Class A Common Stock of the Company to be offered for sale by
NYLIFE HealthCare Management, Inc., and any and all amendments (including
post-effective amendments) to the Registration Statement and any other documents
and instruments incidental thereto, and to deliver and file the same, with all
exhibits thereto, and all documents and instruments in connection therewith,
with the Securities and Exchange Commission, granting unto such
attorneys-in-fact and agents full power and authority to do and perform each and
every act and thing that such attorneys-in-fact and agents deem advisable or
necessary to enable the Company to effectuate the intents and purposes hereof,
and the undersigned hereby fully ratifies and confirms all such
attorneys-in-fact and agents, or his or her substitute or substitutes, shall do
or cause to be done by virtue hereof.
IN WITNESS HEREOF, the undersigned has subscribed his name this 3rd
day of October, 2000.
/s/ Gary E. Wendlandt
-----------------------------------
Gary E. Wendlandt
<PAGE> 15
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned, being a director
of EXPRESS SCRIPTS, INC., a Delaware corporation (the "Company"), does hereby
make, constitute and appoint Thomas M. Boudreau, Esq. and Keith J. Ebling, Esq.,
attorneys-in-fact and agents of the undersigned with full power and authority of
substitution and resubstitution, in any and all capacities, to execute for and
on behalf of the undersigned the Registration Statement on Form S-3 relating to
the shares of Class A Common Stock of the Company to be offered for sale by
NYLIFE HealthCare Management, Inc., and any and all amendments (including
post-effective amendments) to the Registration Statement and any other documents
and instruments incidental thereto, and to deliver and file the same, with all
exhibits thereto, and all documents and instruments in connection therewith,
with the Securities and Exchange Commission, granting unto such
attorneys-in-fact and agents full power and authority to do and perform each and
every act and thing that such attorneys-in-fact and agents deem advisable or
necessary to enable the Company to effectuate the intents and purposes hereof,
and the undersigned hereby fully ratifies and confirms all such
attorneys-in-fact and agents, or his or her substitute or substitutes, shall do
or cause to be done by virtue hereof.
IN WITNESS HEREOF, the undersigned has subscribed his name this 3rd day
of October, 2000.
/s/ Norman Zachary
-----------------------------------
Norman Zachary
<PAGE> 16
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned, being an officer
of EXPRESS SCRIPTS, INC., a Delaware corporation (the "Company"), does hereby
make, constitute and appoint Thomas M. Boudreau, Esq. and Keith J. Ebling, Esq.,
attorneys-in-fact and agents of the undersigned with full power and authority of
substitution and resubstitution, in any and all capacities, to execute for and
on behalf of the undersigned the Registration Statement on Form S-3 relating to
the shares of Class A Common Stock of the Company to be offered for sale by
NYLIFE HealthCare Management, Inc., and any and all amendments (including
post-effective amendments) to the Registration Statement and any other documents
and instruments incidental thereto, and to deliver and file the same, with all
exhibits thereto, and all documents and instruments in connection therewith,
with the Securities and Exchange Commission, granting unto such
attorneys-in-fact and agents full power and authority to do and perform each and
every act and thing that such attorneys-in-fact and agents deem advisable or
necessary to enable the Company to effectuate the intents and purposes hereof,
and the undersigned hereby fully ratifies and confirms all such
attorneys-in-fact and agents, or his or her substitute or substitutes, shall do
or cause to be done by virtue hereof.
IN WITNESS HEREOF, the undersigned has subscribed his name this 3rd
day of October, 2000.
/s/ George Paz
-----------------------------------
George Paz
<PAGE> 17
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned, being an officer
of EXPRESS SCRIPTS, INC., a Delaware corporation (the "Company"), does hereby
make, constitute and appoint Thomas M. Boudreau, Esq. and Keith J. Ebling, Esq.,
attorneys-in-fact and agents of the undersigned with full power and authority of
substitution and resubstitution, in any and all capacities, to execute for and
on behalf of the undersigned the Registration Statement on Form S-3 relating to
the shares of Class A Common Stock of the Company to be offered for sale by
NYLIFE HealthCare Management, Inc., and any and all amendments (including
post-effective amendments) to the Registration Statement and any other documents
and instruments incidental thereto, and to deliver and file the same, with all
exhibits thereto, and all documents and instruments in connection therewith,
with the Securities and Exchange Commission, granting unto such
attorneys-in-fact and agents full power and authority to do and perform each and
every act and thing that such attorneys-in-fact and agents deem advisable or
necessary to enable the Company to effectuate the intents and purposes hereof,
and the undersigned hereby fully ratifies and confirms all such
attorneys-in-fact and agents, or his or her substitute or substitutes, shall do
or cause to be done by virtue hereof.
IN WITNESS HEREOF, the undersigned has subscribed his name this 3rd
day of October, 2000.
/s/ Joseph W. Plum
-----------------------------------
Joseph W. Plum
