<PAGE>
POWER OF ATTORNEY
The undersigned officers and directors of D. L. Babson Tax-Free
Income Fund, Inc. (the "Registrant") hereby appoint P. Bradley
Adams, Martin A. Cramer, and Stephen S. Soden (with full power to
each of them to act alone) his attorney-in-fact and agent, in all
capacities, to execute, deliver and file in the names of the
undersigned, any and all instruments that said attorneys and
agents may deem necessary or advisable to enable the Registrant
to comply with or register any security issued by the Registrant
under the Securities Act of 1933, as amended, and/or the
Investment Company Act of 1940, as amended, and the rules,
regulations and interpretations thereunder, including but not
limited to, any registration statement, including any and all pre-
and post-effective amendments thereto, any other document to be
filed with the U.S. Securities and Exchange Commission and any
and all documents required to be filed with respect thereto with
any other regulatory authority. Each of the undersigned grants to
each of said attorneys, full authority to do every act necessary
to be done in order to effectuate the same as fully, to all
intents and purposes, as he could do if personally present,
thereby ratifying all that said attorneys-in-fact and agents may
lawfully do or cause to be done by virtue hereof.
This Power of Attorney may be executed in one or more
counterparts, each of which shall be deemed to be an original,
and all of which shall be deemed to be a single document.
The undersigned officers and directors hereby execute this Power
of Attorney as of the 27th day of July, 2000.
/s/Stephen S. Soden
Stephen S. Soden, Principal
Executive Officer and Director
/s/Francis C. Rood
Francis C. Rood, Director
/s/William H. Russell
William H. Russell, Director
/s/H. David Rybolt
H. David Rybolt, Director
/s/P. Bradley Adams
P. Bradley Adams, Treasurer and
Principal Financial and
Accounting Officer
Doc. #223 v. 1
