POWER OF ATTORNEY


       KNOW ALL MEN BY THESE PRESENTS, the undersigned Director of ConAgra, Inc.
constitutes  and appoints  each of Bruce C. Rohde and James P.  O'Donnell as his
true and lawful  attorney-in-fact  and  agent,  with each  having  full power of
substitution and resubstitution, for him and in his name, place and stead in any
and all  capacities,  to execute a  registration  statement  on Form S-3 for the
registration  under  the  Securities  Act of 1933 of up to  4,100,000  shares of
common  stock of  ConAgra,  Inc.,  par value  $5.00 per  share,  and any and all
amendments and  post-effective  amendments and  supplements to the  registration
statement  and any and all  instruments  necessary or  incidental  in connection
therewith,  and to file the same with the  Securities  and Exchange  Commission,
granting unto each of such  attorney-in-fact and agent, full power and authority
to do and perform each and every act and thing requisite or necessary to be done
in and about the  premises,  as fully to all intents and purposes as he might or
could  do  in  person,   hereby   ratifying   and   confirming   all  that  said
attorney-in-fact  and agent or his substitute or substitutes  may lawfully do or
cause to be done by virtue hereof.

       IN WITNESS  WHEREOF,  the  undersigned has hereunto set his hand and seal
this 23rd day of September, 1999.


                                          /s/   Philip B. Fletcher
                                        ---------------------------------------
                                        Philip B. Fletcher






                                POWER OF ATTORNEY

       KNOW ALL MEN BY THESE PRESENTS, the undersigned Director of ConAgra, Inc.
constitutes  and appoints  each of Bruce C. Rohde and James P.  O'Donnell as his
true and lawful  attorney-in-fact  and  agent,  with each  having  full power of
substitution and resubstitution, for him and in his name, place and stead in any
and all  capacities,  to execute a  registration  statement  on Form S-3 for the
registration  under  the  Securities  Act of 1933 of up to  4,100,000  shares of
common  stock of  ConAgra,  Inc.,  par value  $5.00 per  share,  and any and all
amendments and  post-effective  amendments and  supplements to the  registration
statement  and any and all  instruments  necessary or  incidental  in connection
therewith,  and to file the same with the  Securities  and Exchange  Commission,
granting unto each of such  attorney-in-fact and agent, full power and authority
to do and perform each and every act and thing requisite or necessary to be done
in and about the  premises,  as fully to all intents and purposes as he might or
could  do  in  person,   hereby   ratifying   and   confirming   all  that  said
attorney-in-fact  and agent or his substitute or substitutes  may lawfully do or
cause to be done by virtue hereof.

       IN WITNESS  WHEREOF,  the  undersigned has hereunto set his hand and seal
this 23rd day of September, 1999.


                                          /s/   C. M. Harper
                                        ---------------------------------------
                                        C. M. Harper





                                POWER OF ATTORNEY

       KNOW ALL MEN BY THESE PRESENTS, the undersigned Director of ConAgra, Inc.
constitutes  and appoints  each of Bruce C. Rohde and James P.  O'Donnell as his
true and lawful  attorney-in-fact  and  agent,  with each  having  full power of
substitution and resubstitution, for him and in his name, place and stead in any
and all  capacities,  to execute a  registration  statement  on Form S-3 for the
registration  under  the  Securities  Act of 1933 of up to  4,100,000  shares of
common  stock of  ConAgra,  Inc.,  par value  $5.00 per  share,  and any and all
amendments and  post-effective  amendments and  supplements to the  registration
statement  and any and all  instruments  necessary or  incidental  in connection
therewith,  and to file the same with the  Securities  and Exchange  Commission,
granting unto each of such  attorney-in-fact and agent, full power and authority
to do and perform each and every act and thing requisite or necessary to be done
in and about the  premises,  as fully to all intents and purposes as he might or
could  do  in  person,   hereby   ratifying   and   confirming   all  that  said
attorney-in-fact  and agent or his substitute or substitutes  may lawfully do or
cause to be done by virtue hereof.

       IN WITNESS  WHEREOF,  the  undersigned has hereunto set his hand and seal
this 23rd day of September, 1999.


                                          /s/  Robert A. Krane
                                        ---------------------------------------
                                        Robert A. Krane





                                POWER OF ATTORNEY

       KNOW ALL MEN BY THESE PRESENTS, the undersigned Director of ConAgra, Inc.
constitutes  and appoints  each of Bruce C. Rohde and James P.  O'Donnell as his
true and lawful  attorney-in-fact  and  agent,  with each  having  full power of
substitution and resubstitution, for him and in his name, place and stead in any
and all  capacities,  to execute a  registration  statement  on Form S-3 for the
registration  under  the  Securities  Act of 1933 of up to  4,100,000  shares of
common  stock of  ConAgra,  Inc.,  par value  $5.00 per  share,  and any and all
amendments and  post-effective  amendments and  supplements to the  registration
statement  and any and all  instruments  necessary or  incidental  in connection
therewith,  and to file the same with the  Securities  and Exchange  Commission,
granting unto each of such  attorney-in-fact and agent, full power and authority
to do and perform each and every act and thing requisite or necessary to be done
in and about the  premises,  as fully to all intents and purposes as he might or
could  do  in  person,   hereby   ratifying   and   confirming   all  that  said
attorney-in-fact  and agent or his substitute or substitutes  may lawfully do or
cause to be done by virtue hereof.

       IN WITNESS  WHEREOF,  the  undersigned has hereunto set his hand and seal
this 23rd day of September, 1999.


                                          /s/   Mogens Bay
                                        ---------------------------------------
                                        Mogens Bay





                                POWER OF ATTORNEY

       KNOW ALL MEN BY THESE PRESENTS, the undersigned Director of ConAgra, Inc.
constitutes  and appoints  each of Bruce C. Rohde and James P.  O'Donnell as his
true and lawful  attorney-in-fact  and  agent,  with each  having  full power of
substitution and resubstitution, for him and in his name, place and stead in any
and all  capacities,  to execute a  registration  statement  on Form S-3 for the
registration  under  the  Securities  Act of 1933 of up to  4,100,000  shares of
common  stock of  ConAgra,  Inc.,  par value  $5.00 per  share,  and any and all
amendments and  post-effective  amendments and  supplements to the  registration
statement  and any and all  instruments  necessary or  incidental  in connection
therewith,  and to file the same with the  Securities  and Exchange  Commission,
granting unto each of such  attorney-in-fact and agent, full power and authority
to do and perform each and every act and thing requisite or necessary to be done
in and about the  premises,  as fully to all intents and purposes as he might or
could  do  in  person,   hereby   ratifying   and   confirming   all  that  said
attorney-in-fact  and agent or his substitute or substitutes  may lawfully do or
cause to be done by virtue hereof.

       IN WITNESS  WHEREOF,  the  undersigned has hereunto set his hand and seal
this 23rd day of September, 1999.


                                          /s/   Carl E. Reichardt
                                        ---------------------------------------
                                        Carl E. Reichardt





                                POWER OF ATTORNEY

       KNOW ALL MEN BY THESE PRESENTS, the undersigned Director of ConAgra, Inc.
constitutes  and appoints  each of Bruce C. Rohde and James P.  O'Donnell as his
true and lawful  attorney-in-fact  and  agent,  with each  having  full power of
substitution and resubstitution, for him and in his name, place and stead in any
and all  capacities,  to execute a  registration  statement  on Form S-3 for the
registration  under  the  Securities  Act of 1933 of up to  4,100,000  shares of
common  stock of  ConAgra,  Inc.,  par value  $5.00 per  share,  and any and all
amendments and  post-effective  amendments and  supplements to the  registration
statement  and any and all  instruments  necessary or  incidental  in connection
therewith,  and to file the same with the  Securities  and Exchange  Commission,
granting unto each of such  attorney-in-fact and agent, full power and authority
to do and perform each and every act and thing requisite or necessary to be done
in and about the  premises,  as fully to all intents and purposes as he might or
could  do  in  person,   hereby   ratifying   and   confirming   all  that  said
attorney-in-fact  and agent or his substitute or substitutes  may lawfully do or
cause to be done by virtue hereof.

       IN WITNESS  WHEREOF,  the  undersigned has hereunto set his hand and seal
this 23rd day of September, 1999.


                                          /s/   Ronald W. Roskens
                                        ---------------------------------------
                                        Ronald W. Roskens





                                POWER OF ATTORNEY

       KNOW ALL MEN BY THESE PRESENTS, the undersigned Director of ConAgra, Inc.
constitutes  and appoints  each of Bruce C. Rohde and James P.  O'Donnell as her
true and lawful  attorney-in-fact  and  agent,  with each  having  full power of
substitution and resubstitution, for her and in her name, place and stead in any
and all  capacities,  to execute a  registration  statement  on Form S-3 for the
registration  under  the  Securities  Act of 1933 of up to  4,100,000  shares of
common  stock of  ConAgra,  Inc.,  par value  $5.00 per  share,  and any and all
amendments and  post-effective  amendments and  supplements to the  registration
statement  and any and all  instruments  necessary or  incidental  in connection
therewith,  and to file the same with the  Securities  and Exchange  Commission,
granting unto each of such  attorney-in-fact and agent, full power and authority
to do and perform each and every act and thing requisite or necessary to be done
in and about the premises,  as fully to all intents and purposes as she might or
could  do  in  person,   hereby   ratifying   and   confirming   all  that  said
attorney-in-fact  and agent or his substitute or substitutes  may lawfully do or
cause to be done by virtue hereof.

       IN WITNESS  WHEREOF,  the  undersigned has hereunto set her hand and seal
this 23rd day of September, 1999.


                                          /s/   Marjorie M. Scardino
                                        ---------------------------------------
                                        Marjorie M. Scardino





                                POWER OF ATTORNEY

       KNOW ALL MEN BY THESE PRESENTS, the undersigned Director of ConAgra, Inc.
constitutes  and appoints  each of Bruce C. Rohde and James P.  O'Donnell as his
true and lawful  attorney-in-fact  and  agent,  with each  having  full power of
substitution and resubstitution, for him and in his name, place and stead in any
and all  capacities,  to execute a  registration  statement  on Form S-3 for the
registration  under  the  Securities  Act of 1933 of up to  4,100,000  shares of
common  stock of  ConAgra,  Inc.,  par value  $5.00 per  share,  and any and all
amendments and  post-effective  amendments and  supplements to the  registration
statement  and any and all  instruments  necessary or  incidental  in connection
therewith,  and to file the same with the  Securities  and Exchange  Commission,
granting unto each of such  attorney-in-fact and agent, full power and authority
to do and perform each and every act and thing requisite or necessary to be done
in and about the  premises,  as fully to all intents and purposes as he might or
could  do  in  person,   hereby   ratifying   and   confirming   all  that  said
attorney-in-fact  and agent or his substitute or substitutes  may lawfully do or
cause to be done by virtue hereof.

       IN WITNESS  WHEREOF,  the  undersigned has hereunto set his hand and seal
this 23rd day of September, 1999.


                                          /s/   Kenneth E. Stinson
                                        ---------------------------------------
                                        Kenneth E. Stinson





                                POWER OF ATTORNEY

       KNOW ALL MEN BY THESE PRESENTS, the undersigned Director of ConAgra, Inc.
constitutes  and appoints  each of Bruce C. Rohde and James P.  O'Donnell as his
true and lawful  attorney-in-fact  and  agent,  with each  having  full power of
substitution and resubstitution, for him and in his name, place and stead in any
and all  capacities,  to execute a  registration  statement  on Form S-3 for the
registration  under  the  Securities  Act of 1933 of up to  4,100,000  shares of
common  stock of  ConAgra,  Inc.,  par value  $5.00 per  share,  and any and all
amendments and  post-effective  amendments and  supplements to the  registration
statement  and any and all  instruments  necessary or  incidental  in connection
therewith,  and to file the same with the  Securities  and Exchange  Commission,
granting unto each of such  attorney-in-fact and agent, full power and authority
to do and perform each and every act and thing requisite or necessary to be done
in and about the  premises,  as fully to all intents and purposes as he might or
could  do  in  person,   hereby   ratifying   and   confirming   all  that  said
attorney-in-fact  and agent or his substitute or substitutes  may lawfully do or
cause to be done by virtue hereof.

       IN WITNESS  WHEREOF,  the  undersigned has hereunto set his hand and seal
this 23rd day of September, 1999.


                                          /s/   Clayton K. Yeutter
                                        ---------------------------------------
                                        Clayton K. Yeutter