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 15, 2001

                  Name                                        Title

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



/S/   SHELDON L. GLASHOW                                      Director
       Sheldon L. Glashow


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


/S/   JOSEPH W. LEWIS                                         Director
       Joseph W. Lewis


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


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