Exhibit 24.1

                               POWER OF ATTORNEY


KNOW ALL PERSONS BY THESE PRESENTS:

     The undersigned hereby constitutes and appoints BURTON E. BROOME, SHIRLEY
H. BUCCIERI and ROBERT D. MYERS, and each of them with power to act alone, his
or her true and lawful attorney-in-fact and agent, with full power of
substitution and resubstitution, for him or her and in his or her name, place
and stead, in any and all capacities, to sign (either manually or electronically
through the EDGAR System of the United States Securities and Exchange
Commission) a Registration Statement on Form S-8 related to 4,000,000 shares of
common stock of Transamerica Corporation issuable under the Transamerica
Corporation 1996 Stock Option and Award Plan, and any and all amendments of such
Registration Statement, including post-effective amendments, and to file the
same, together with exhibits thereto and other documents in connection
therewith, with the Securities and Exchange Commission, granting unto each such
attorney-in-fact full power and authority to do and perform each and every act
and thing requisite and necessary to be done in and about the premises hereof,
as fully as to all intents and purposes as he or she might do or could do in
person, hereby ratifying and confirming all that each such attorney-in-fact or
his or her substitutes may lawfully do or cause to be done by virtue hereof.

     IN WITNESS WHEREOF, the undersigned directors have executed this Power of
Attorney effective as of the 21st day of March, 1997.


                                    /s/ Toni Rembe
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Samuel L. Ginn                      Toni Rembe


/s/ Frank C. Herringer              /s/ Condoleezza Rice
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Frank C. Herringer                  Condoleezza Rice


/s/ Robert W. Matschullat           /s/ Charles R. Schwab
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Robert W. Matschullat               Charles R. Schwab


/s/ Gordon E. Moore                 /s/ Forrest N. Shumway
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Gordon E. Moore                     Forrest N. Shumway


                                    /s/ Peter V. Ueberroth
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                                    Peter V. Ueberroth