Exhibit 24.1 POWER OF ATTORNEY We, the undersigned officers and directors of Fleming Companies, Inc. (hereinafter the "Company"), hereby severally constitute Mark S. Hansen and Lenore T. Graham, and each of them, severally, our true and lawful attorneys-in-fact with full power to them and each of them to sign for us, and in our names as officers or directors, or both, of the Company, a Registration Statement on Form S-8 (and any and all amendments thereto, including post-effective amendments) to be filed with the Securities and Exchange Commission relating to the Fleming Companies, Inc. 2000 Stock Incentive Plan granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and to perform each and every act and thing 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. Signature Title Date MARK S. HANSEN Chairman, Chief ) Mark S. Hansen Executive Officer and ) Director ) ) NEAL J. RIDER Executive Vice ) Neal J. Rider President and Chief ) Financial Officer ) (Principal financial ) officer) ) ) KEVIN J. TWOMEY Senior Vice President ) June 30, 2000 Kevin J. Twomey Finance and ) Controller (Principal ) accounting officer) ) ) ARCHIE R. DYKES Director ) Archie R. Dykes ) ) CAROL B. HALLETT Director ) Carol B. Hallett ) ) EDWARD C. JOULLIAN III Director ) Edward C. Joullian III ) ) ALICE M. PETERSON Director ) Alice M. Peterson ) ) GUY A. OSBORN Director ) Guy A. Osborn ) ) DAVID S. RISMILLER Director ) David A. Rismiller )