POWER OF ATTORNEY


KNOW ALL PERSONS BY THESE PRESENTS, that J. Scott Hamilton constitutes and
appoints Susan K. Fairbrook, with the power of substitution, his attorney-in-
fact to sign any amendments to any Form S-8 Registration Statement or Form 11-K
report, and to file the same, with exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission, hereby
ratifying and confirming all that said attorney-in-fact, or his or her
substitute or substitutes, may do or cause to be done by virtue hereof.



Dated: August 31, 1994                  J. Scott Hamilton
                                        --------------------------------
                                        J. Scott Hamilton



                                POWER OF ATTORNEY


KNOW ALL PERSONS BY THESE PRESENTS, that Susan K. Fairbrook constitutes and
appoints J. Scott Hamilton, with the power of substitution, her attorney-in-fact
to sign any amendments to any Form S-8 Registration Statement or Form 11-K
report, and to file the same, with exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission, hereby
ratifying and confirming all that said attorney-in-fact, or his or her
substitute or substitutes, may do or cause to be done by virtue hereof.



Dated: August 31, 1994                  Susan K. Fairbrook
                                        --------------------------------
                                        Susan K. Fairbrook



                                POWER OF ATTORNEY


KNOW ALL PERSONS BY THESE PRESENTS, that Dawn M. Pollard constitutes and
appoints Susan K. Fairbrook and J. Scott Hamilton, or either of them, each with
the power of substitution, her attorney-in-fact to sign any amendments to any
Form S-8 Registration Statement or Form 11-K report, and to file the same, with
exhibits thereto and other documents in connection therewith, with the
Securities and Exchange Commission, hereby ratifying and confirming all that
said attorney-in-fact, or his or her substitute or substitutes, may do or cause
to be done by virtue hereof.



Dated: August 31, 1994                  Dawn M. Pollard
                                        --------------------------------
                                        Dawn M. Pollard



                                POWER OF ATTORNEY


KNOW ALL PERSONS BY THESE PRESENTS, that JoAnne M. Zinman constitutes and
appoints Susan K. Fairbrook and J. Scott Hamilton, or either of them, each with
the power of substitution, her attorney-in-fact to sign any amendments to any
Form S-8 Registration Statement or Form 11-K report, and to file the same, with
exhibits thereto and other documents in connection therewith, with the
Securities and Exchange Commission, hereby ratifying and confirming all that
said attorney-in-fact, or his or her substitute or substitutes, may do or cause
to be done by virtue hereof.



Dated: August 31, 1994                  JoAnne M. Zinman
                                        --------------------------------
                                        JoAnne M. Zinman