HealthMarkets (UCI) 10-K 2006 FY Annual report

EXHIBIT 24

POWER OF ATTORNEY

     WHEREAS, HealthMarkets, Inc., a Delaware corporation (herein referred to as the “Company”), intends to file with the Securities and Exchange Commission, under the Securities Exchange Act of 1934, an Annual Report on Form 10-K for the fiscal year ended December 31, 2006; and

     WHEREAS, each of the undersigned holds the office or offices in the Company herein below set opposite his or her name, respectively;

     NOW, THEREFORE, each of the undersigned hereby constitutes and appoints William J. Gedwed, Michael E. Boxer and Michael A. Colliflower and each of them individually, his attorney with full power to act for him and in his name, place and stead, to sign his name in the capacity or capacities set forth below to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2006.

     IN WITNESS WHEREOF, the undersigned have hereunto set their hands this 14^th day of March, 2007.

William J. Gedwed, Director,
President and Chief
Executive Officer	/s/ William J. Gedwed
Michael E. Boxer,
Executive Vice President and
Chief Financial Officer	/s/ Michael E. Boxer
Allen F. Wise, Director and
Chairman	/s/ Allen F. Wise
Chinh E. Chu, Director	/s/ Chinh E. Chu
Adrian M. Jones, Director	/s Adrian M. Jones
Mural R. Josephson, Director	/s/ Mural R. Josephson
Matthew S. Kabaker, Director	/s/ Matthew S. Kabaker
Andrew S. Kahr, Director	/s/ Andrew S. Kahr
Kamil M. Salame, Director	/s/ Kamil M. Salame
Steven J. Shulman, Director	/s/ Steven J. Shulman
Nathaniel M. Zilkha, Director	/s/ Nathaniel M. Zilkha