Exhibit 24.2
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned officers and directors of Home Box Office, Inc., a Delaware corporation (the “Corporation”), hereby constitute and appoint PAUL T. CAPPUCCIO, PASCAL DESROCHES, BRENDA C. KARICKHOFF, JOHN K. MARTIN, JR., EDWARD B. RUGGIERO and JANET SILVERMAN and each of them, his or her true and lawful attorneys-in-fact and agents, with full power of substitution and re-substitution in each of them, with full power to act without the others, for him or her and in his or her name, place and stead, in any and all capacities, to sign one or more Registration Statements on Form S-3 or any other appropriate form and any and all amendments to any such Registration Statement (including post-effective amendments), to be filed with the Securities and Exchange Commission for the registration under the provisions of the Securities Act of 1933, as amended, of the guarantee proposed to be issued by the Corporation, with power where appropriate to affix thereto the corporate seal of the Corporation and to attest said seal, and to file any such Registration Statement, including a form of prospectus, and any and all amendments and post-effective amendments to any such Registration Statement, with all exhibits thereto, and any and all documents in connection therewith, with the Securities and Exchange Commission, hereby granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform any and all acts and things requisite and necessary to be done in and about the premises, as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, each of the undersigned has hereunto set his or her name as of the 6th day of April, 2009.
| /s/ William C. Nelson | |||
| Name: William C. Nelson | |||
| Title: Chairman, Chief Executive Officer and Director | |||
| /s/ Robert S. Roth | |||
| Name: Robert S. Roth | |||
| Title: Executive Vice President and Chief Financial Officer | |||
| /s/ Joseph Tarulli | |||
| Name: Joseph Tarulli | |||
| Title: Senior Vice President and Controller | |||
| /s/Thomas M. Woodbury | |||
| Name: Thomas M. Woodbury | |||
Title: General Counsel, Executive Vice President, Networks Business Affairs and Directors | |||
| /s/Jeffrey L. Bewkes | |||
| Name: Jeffrey L. Bewkes | |||
| Title: Director | |||