.........              Exhibit 24.1

          POWER OF ATTORNEY

                    KNOW ALL MEN BY THESE PRESENTS that the undersigned Officers
          and  Directors of GSE Systems,  Inc., a Delaware  corporation,  hereby
          constitute  and appoint  Christopher M. Carnavos and Jeffery G. Hough,
          and each of them, the true and lawful agents and  attorneys-in-fact of
          the  undersigned  with full  power and  authority  in said  agents and
          attorneys-in-fact,  and in any one or both of  them,  to sign  for the
          undersigned and in their respective names as Officers and Directors of
          the Corporation,  the Annual Report of Form 10-K of the Corporation to
          be filed with the  Securities  and  Exchange  Commission,  Washington,
          D.C., under the Securities  Exchange Act of 1934, as amended,  and any
          amendment or amendments to such Annual  Report,  hereby  ratifying and
          confirming all acts taken by such agents and attorneys-in-fact, or any
          one or more of them, as herein authorized.

                                               Dated: March 30, 2000


                  Name                      .........                  Title

          /S/  JEROME I. FELDMAN                           Chairman of the Board
               Jerome I. Feldman



          /S/  SCOTT N. GREENBERG                                  Director
               Scott N. Greenberg


          /S/  JOHN A. MOORE, JR.                                  Director
               John A. Moore, Jr.


          /S/  GEORGE J. PEDERSEN                                  Director
               George J. Pedersen






                                   X-24.1-1