1
POWER OF ATTORNEY
The undersigned, Richard J. Ferris, does hereby constitute and appoint
David L. Stivers and William L. Perocchi his true and lawful attorneys-in-fact
and agents, with full power of substitution, whether acting individually or
together, to sign the shelf Registration Statement on Form S-3 in connection
with the sale of Doubletree Corporation's common stock by certain former
stockholders of RFS, Inc., and any amendments or post-effective amendments to
the Registration Statement, on his behalf, and to file the same, with any
exhibits thereto and other documents in connection therewith, with the
Securities and Exchange Commission, granting to each of such attorneys-in-fact
and agents full power and authority to do and perform each and every act
requisite and necessary in connection with such matters and hereby ratifying
and confirming all that each of such attorneys-in-fact and agents or his or her
substitutes may do or cause to be done by virtue hereof.
Such Power of Attorney shall remain in effect until it is revoked in
writing by the undersigned.
/s/ RICHARD J. FERRIS
---------------------
Richard J. Ferris
EXHIBIT 24.1
2
POWER OF ATTORNEY
The undersigned, Peter V. Ueberroth, does hereby constitute and appoint
David L. Stivers and William L. Perocchi his true and lawful attorneys-in-fact
and agents, with full power of substitution, whether acting individually or
together, to sign the shelf Registration Statement on Form S-3 in connection
with the sale of Doubletree Corporation's common stock by certain former
stockholders of RFS, Inc., and any amendments or post-effective amendments to
the Registration Statement, on his behalf, and to file the same, with any
exhibits thereto and other documents in connection therewith, with the
Securities and Exchange Commission, granting to each of such attorneys-in-fact
and agents full power and authority to do and perform each and every act
requisite and necessary in connection with such matters and hereby ratifying
and confirming all that each of such attorneys-in-fact and agents or his or her
substitutes may do or cause to be done by virtue hereof.
Such Power of Attorney shall remain in effect until it is revoked in
writing by the undersigned.
/s/ PETER V. UEBERROTH
----------------------
Peter V. Ueberroth
3
POWER OF ATTORNEY
The undersigned, William L. Perocchi, does hereby constitute and appoint
David L. Stivers and William L. Perocchi his true and lawful attorneys-in-fact
and agents, with full power of substitution, whether acting individually or
together, to sign the shelf Registration Statement on Form S-3 in connection
with the sale of Doubletree Corporation's common stock by certain former
stockholders of RFS, Inc., and any amendments or post-effective amendments to
the Registration Statement, on his behalf, and to file the same, with any
exhibits thereto and other documents in connection therewith, with the
Securities and Exchange Commission, granting to each of such attorneys-in-fact
and agents full power and authority to do and perform each and every act
requisite and necessary in connection with such matters and hereby ratifying
and confirming all that each of such attorneys-in-fact and agents or his or her
substitutes may do or cause to be done by virtue hereof.
Such Power of Attorney shall remain in effect until it is revoked in
writing by the undersigned.
/s/ WILLIAM L. PEROCCHI
-----------------------
William L. Perocchi
4
POWER OF ATTORNEY
The undersigned, William R. Fatt, does hereby constitute and appoint
David L. Stivers and William L. Perocchi his true and lawful attorneys-in-fact
and agents, with full power of substitution, whether acting individually or
together, to sign the shelf Registration Statement on Form S-3 in connection
with the sale of Doubletree Corporation's common stock by certain former
stockholders of RFS, Inc., and any amendments or post-effective amendments to
the Registration Statement, on his behalf, and to file the same, with any
exhibits thereto and other documents in connection therewith, with the
Securities and Exchange Commission, granting to each of such attorneys-in-fact
and agents full power and authority to do and perform each and every act
requisite and necessary in connection with such matters and hereby ratifying
and confirming all that each of such attorneys-in-fact and agents or his or her
substitutes may do or cause to be done by virtue hereof.
Such Power of Attorney shall remain in effect until it is revoked in
writing by the undersigned.
/s/ WILLIAM R. FATT
---------------------
William R. Fatt
5
POWER OF ATTORNEY
The undersigned, Dale F. Frey, does hereby constitute and appoint
David L. Stivers and William L. Perocchi his true and lawful attorneys-in-fact
and agents, with full power of substitution, whether acting individually or
together, to sign the shelf Registration Statement on Form S-3 in connection
with the sale of Doubletree Corporation's common stock by certain former
stockholders of RFS, Inc., and any amendments or post-effective amendments to
the Registration Statement, on his behalf, and to file the same, with any
exhibits thereto and other documents in connection therewith, with the
Securities and Exchange Commission, granting to each of such attorneys-in-fact
and agents full power and authority to do and perform each and every act
requisite and necessary in connection with such matters and hereby ratifying
and confirming all that each of such attorneys-in-fact and agents or his or her
substitutes may do or cause to be done by virtue hereof.
Such Power of Attorney shall remain in effect until it is revoked in
writing by the undersigned.
/s/ DALE F. FREY
----------------
Dale F. Frey
6
POWER OF ATTORNEY
The undersigned, Ronald Gamey, does hereby constitute and appoint
David L. Stivers and William L. Perocchi his true and lawful attorneys-in-fact
and agents, with full power of substitution, whether acting individually or
together, to sign the shelf Registration Statement on Form S-3 in connection
with the sale of Doubletree Corporation's common stock by certain former
stockholders of RFS, Inc., and any amendments or post-effective amendments to
the Registration Statement, on his behalf, and to file the same, with any
exhibits thereto and other documents in connection therewith, with the
Securities and Exchange Commission, granting to each of such attorneys-in-fact
and agents full power and authority to do and perform each and every act
requisite and necessary in connection with such matters and hereby ratifying
and confirming all that each of such attorneys-in-fact and agents or his or her
substitutes may do or cause to be done by virtue hereof.
Such Power of Attorney shall remain in effect until it is revoked in
writing by the undersigned.
/s/ RONALD GAMEY
----------------
Ronald Gamey
7
POWER OF ATTORNEY
The undersigned, Edward A. Gilhuly, does hereby constitute and appoint
David L. Stivers and William L. Perocchi his true and lawful attorneys-in-fact
and agents, with full power of substitution, whether acting individually or
together, to sign the shelf Registration Statement on Form S-3 in connection
with the sale of Doubletree Corporation's common stock by certain former
stockholders of RFS, Inc., and any amendments or post-effective amendments to
the Registration Statement, on his behalf, and to file the same, with any
exhibits thereto and other documents in connection therewith, with the
Securities and Exchange Commission, granting to each of such attorneys-in-fact
and agents full power and authority to do and perform each and every act
requisite and necessary in connection with such matters and hereby ratifying
and confirming all that each of such attorneys-in-fact and agents or his or her
substitutes may do or cause to be done by virtue hereof.
Such Power of Attorney shall remain in effect until it is revoked in
writing by the undersigned.
/s/ EDWARD A. GILHULY
---------------------
Edward A. Gilhuly
8
POWER OF ATTORNEY
The undersigned, Norman Leventhal, does hereby constitute and appoint
David L. Stivers and William L. Perocchi his true and lawful attorneys-in-fact
and agents, with full power of substitution, whether acting individually or
together, to sign the shelf Registration Statement on Form S-3 in connection
with the sale of Doubletree Corporation's common stock by certain former
stockholders of RFS, Inc., and any amendments or post-effective amendments to
the Registration Statement, on his behalf, and to file the same, with any
exhibits thereto and other documents in connection therewith, with the
Securities and Exchange Commission, granting to each of such attorneys-in-fact
and agents full power and authority to do and perform each and every act
requisite and necessary in connection with such matters and hereby ratifying
and confirming all that each of such attorneys-in-fact and agents or his or her
substitutes may do or cause to be done by virtue hereof.
Such Power of Attorney shall remain in effect until it is revoked in
writing by the undersigned.
/s/ NORMAN LEVENTHAL
--------------------
Norman Leventhal
9
POWER OF ATTORNEY
The undersigned, Michael W. Michelson, does hereby constitute and
appoint David L. Stivers and William L. Perocchi his true and lawful
attorneys-in-fact and agents, with full power of substitution, whether acting
individually or together, to sign the shelf Registration Statement on Form S-3
in connection with the sale of Doubletree Corporation's common stock by certain
former stockholders of RFS, Inc., and any amendments or post-effective
amendments to the Registration Statement, on his behalf, and to file the same,
with any exhibits thereto and other documents in connection therewith, with the
Securities and Exchange Commission, granting to each of such attorneys-in-fact
and agents full power and authority to do and perform each and every act
requisite and necessary in connection with such matters and hereby ratifying and
confirming all that each of such attorneys-in-fact and agents or his or her
substitutes may do or cause to be done by virtue hereof.
Such Power of Attorney shall remain in effect until it is revoked in
writing by the undersigned.
/s/ MICHAEL W. MICHELSON
------------------------
Michael W. Michelson
10
POWER OF ATTORNEY
The undersigned, John H. Myers, does hereby constitute and appoint
David L. Stivers and William L. Perocchi his true and lawful attorneys-in-fact
and agents, with full power of substitution, whether acting individually or
together, to sign the shelf Registration Statement on Form S-3 in connection
with the sale of Doubletree Corporation's common stock by certain former
stockholders of RFS, Inc., and any amendments or post-effective amendments to
the Registration Statement, on his behalf, and to file the same, with any
exhibits thereto and other documents in connection therewith, with the
Securities and Exchange Commission, granting to each of such attorneys-in-fact
and agents full power and authority to do and perform each and every act
requisite and necessary in connection with such matters and hereby ratifying
and confirming all that each of such attorneys-in-fact and agents or his or her
substitutes may do or cause to be done by virtue hereof.
Such Power of Attorney shall remain in effect until it is revoked in
writing by the undersigned.
/s/ JOHN H. MYERS
-----------------
John H. Myers