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 John Moran 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. This Power
of Attorney, which is dated as of March 12, 2004, may be executed in any number
of counterparts, and such signatures may be by means of facsimile or other means
of transmission.

       Name                                                 Title


/s/ Jerome I. Feldman                         Chairman of the Board
Jerome I. Feldman


/s/ John V. Moran                             Chief Executive Officer and
John V. Moran                                   Director (Principal Executive
                                                Officer)


/s/ Chin-our Jerry Jen                        President, Chief Operating Officer
Chin-our Jerry Jen                              and Director


/s/ Jeffery G. Hough                          Senior Vice President and Chief
Jeffery G. Hough                                Financial Officer (Principal
                                                Finance and Accounting Officer)

/s/ Sheldon L. Glashow, Ph.D.                 Director
Sheldon L. Glashow, Ph.D.


/s/ Scott N. Greenberg                        Director
Scott N. Greenberg

/s/ Roger L. Hagengruber, Ph.D.               Director
Roger L. Hagengruber, Ph.D.


/s/ Andrea Kantor                             Director
Andrea Kantor


/s/ Joseph M. Lewis                           Director
Joseph M. Lewis


/s/ John A. Moore, Jr.                        Director
John A. Moore, Jr.


/s/ George J. Pedersen                        Director
George J. Pedersen


/s/ Douglas Sharp                             Director
Douglas Sharp