EXHIBIT 24.1 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints John H. Rademaker and Ronald J. Scioscia, jointly and severally, his attorneys-in-fact, each with the power of substitution, for him in any and all capacities, to sign any amendments to this Registration Statement on Form S-8, 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 each of said attorneys-in-fact, or his substitute or substitutes, may do or cause to be done by virtue hereof. Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated. SIGNATURE TITLE DATE - ------------------------------------------------------ --------------------------------- ---------------------- /s/ JOHN H. RADEMAKER Chief Executive Officer and ------------------------------------------- Director (Principal Executive September 19, 1996 John H. Rademaker Officer) /s/ ROGER A. DORF ------------------------------------------- President, Chief Operating September 19, 1996 Roger A. Dorf Officer and Director Vice President, Finance and /s/ RONALD J. SCIOSCIA Administration and Chief ------------------------------------------- Financial Officer (Principal September 19, 1996 Ronald J. Scioscia Financial and Accounting Officer) /s/ GREGORIO REYES ------------------------------------------- Chairman of the Board of September 19, 1996 Gregorio Reyes Directors /s/ DOUGLAS C. CARLISLE ------------------------------------------- Director September 19, 1996 Douglas C. Carlisle /s/ ROBERT J. FINOCCHIO, JR. ------------------------------------------- Director September 19, 1996 Robert J. Finocchio, Jr. /s/ CHARLES A. HAGGERTY ------------------------------------------- Director September 19, 1996 Charles A. Haggerty /s/ WILLIAM J. O'MEARA ------------------------------------------- Director September 19, 1996 William J. O'Meara