EXHIBIT 25


                               POWER OF ATTORNEY

                       REGISTRATION STATEMENT ON FORM S-3


The undersigned director of Baxter International Inc., a Delaware corporation 
(the "Company"), which proposes to file with the Securities and Exchange 
Commission a registration statement on Form S-3 to register $700,000,000 in 
aggregate principal amount of the Company's debt securities under the 
Securities Act of 1933, as approved by the Company's board of directors, 
hereby appoints Vernon R. Loucks Jr. for him and in his name to be his 
lawful attorney-in-fact, with full power (i) to sign and file with the 
Securities and Exchange Commission the proposed registration statement and 
any amendments, including post-effective amendments, which such 
attorney-in-fact may deem necessary or proper and (ii) to perform every other 
act which such attorney-in-fact may deem necessary or proper in connection 
with such registration statement or any amendments thereto.


                                        /s/ Harry M. Jansen Kraemer, Jr.
                                        --------------------------------
                                        Harry M. Jansen Kraemer, Jr.

Date: December 23, 1996