EXHIBIT 24.2
POWER OF ATTORNEY
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KNOW ALL MEN BY THESE PRESENTS, that each undersigned does hereby
make, constitute and appoint William O. Bailey, John Riddick, John J. Dwyer,
Jean M. Waggett, William J. Wedlake and Peter W. Norledge, and each of them,
with full power to act without the other, his or her true and lawful attorney-
in-fact and agent, in his or her name, place and stead to execute on his or her
behalf, as an officer and/or director of Terra Nova (Bermuda) Holdings Ltd. (the
"Company"), the Registration Statement of the Company on Forms S-4 and F-4 (the
"Registration Statement"), for the registration of its full and unconditional
guarantee of up to $75,000,000 aggregate principal amount of 7.2% Senior Notes
due 2007 to be issued by Terra Nova Insurance (UK) Holdings plc (the "Exchange
Notes"), and any and all amendments (including post-effective amendments) to the
Registration Statement, and file the same with all exhibits thereto and other
documents in connection therewith, with the Securities and Exchange Commission
(the "SEC") pursuant to the Securities Act of 1933, as amended (the "Act"), and
any and all other instruments which either of said attorneys-in-fact and agents
deem necessary or advisable to enable the Company to comply with the Act, the
rules, regulations and requirements of the SEC in respect thereof, and the
securities or Blue Sky laws of any State or other governmental subdivision,
giving and granting to each of said attorneys-in-fact and agents full power and
authority to do and perform each and every act and thing whatsoever necessary or
appropriate to be done in and about the premises as fully to all intents as he
or she might or could do if personally present at the doing thereof, with full
power of substitution and resubstitution, hereby ratifying and confirming all
that his or her said attorney-in-fact and agents or substitutes may or shall
lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, each undersigned has hereunto set his hand on the
date indicated below:
/s/ William O. Bailey Chairman and Chief Executive Officer
- - ------------------------- (Principal Executive and Accounting Officer)
William O. Bailey
/s/ William J. Wedlake Chief Financial Officer
- - ------------------------- (Principal Financial Officer)
William J. Wedlake
/s/ John Riddick Deputy Chairman
- - ------------------------- and Director
John Riddick
/s/ John J. Dwyer Deputy Chairman
- - ------------------------- and Director
John J. Dwyer
/s/ Nigel H.J. Rogers Deputy Chairman
- - ------------------------- and Director
Nigel H.J. Rogers
/s/ David L. Jaffe Director
- - -------------------------
David L. Jaffe
/s/ Allan W. Fulkerson Director
- - ----------------------
Allan W. Fulkerson
/s/ Hugh P. Lowenstein Director
- - ----------------------
Hugh P. Lowenstein
/s/ Robert S. Fleischer Director
- - -----------------------
Robert S. Fleischer
/s/ Mark J. Byrne Director
- - -----------------------
Mark J. Byrne
/s/ Philip F. Petronis Director
- - -------------------------
Philip F. Petronis
/s/ Jean M. Waggett Senior Vice President,
- - ------------------------- Secretary and General Counsel
Jean M. Waggett
/s/ Steven J. Gilbert Director
- - -----------------------
Steven J. Gilbert
Dated: October 15, 1997
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