EXHIBIT 24.2

                             POWER OF ATTORNEY
                       (SB-2 Registration Statement)


     KNOW ALL MEN BY THESE PRESENTS, that the undersigned, a director of
GENTLE DENTAL SERVICE CORPORATION, does hereby constitute and appoint DANY
Y. TSE and L. THEODORE VAN EERDEN and each of them, his true and lawful
attorney and agent to do any and all acts and things and to execute in his
name (whether on behalf of Gentle Dental Service Corporation or as a
director of said Company, or otherwise) any and all instruments that said
attorney and agent may deem necessary or advisable to enable Gentle Dental
Service Corporation to comply with the Securities Act of 1933, as amended,
and any requirements of the Securities and Exchange Commission in respect
thereof, in connection with the registration under the Securities Act of
1933, as amended, of Common Stock of Gentle Dental Service Corporation,
including specifically, but without limitation thereto, power and authority
to sign his name (whether on behalf of Gentle Dental Service Corporation or
as a director of said Company, or otherwise) to a Registration Statement on
Form SB-2 and any amendment thereto (whether pre-effective or
post-effective) or application for amendment thereto in respect to such
Common Stock or any exhibits filed therewith; and to file the same with the
Securities and Exchange Commission; and the undersigned does hereby ratify
and confirm all that said attorney and agent shall do or cause to be done
by virtue hereof.


DATED:  November 26, 1996



                                       RICHARD A. ARMSTRONG
                                       -----------------------------------
                                       Richard A. Armstrong