1
                                                                    Exhibit 24.2


                                POWER OF ATTORNEY

         WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file with the Securities and Exchange
Commission under the provisions of the Securities Act of 1933, as amended, a
registration statement on Form S-4 registering a put option relating to
$350,000,000 aggregate principal amount of 14 -1/4% Senior Notes due 2006 of
Nuevo Grupo Iusacell, S. A. de C.V.

         NOW, THEREFORE, the undersigned hereby appoints each of Doreen A.
Toben, Frederic V. Salerno and Ivan G. Seidenberg as attorney for the
undersigned for the purpose of executing and filing such registration statement
and any amendment or amendments or other necessary documents, hereby giving to
each said attorney full authority to perform all acts necessary thereto as fully
as the undersigned could do if personally present, and hereby ratifying all that
said attorney may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 8th day of February, 2000.




                                           /s/ Lawrence T. Babbio, Jr.
                                           ------------------------------------
                                               Lawrence T. Babbio, Jr.
   2
                                POWER OF ATTORNEY

         WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file with the Securities and Exchange
Commission under the provisions of the Securities Act of 1933, as amended, a
registration statement on Form S-4 registering a put option relating to
$350,000,000 aggregate principal amount of 14 -1/4% Senior Notes due 2006 of
Nuevo Grupo Iusacell, S. A. de C.V.

         NOW, THEREFORE, the undersigned hereby appoints each of Doreen A.
Toben, Frederic V. Salerno and Ivan G. Seidenberg as attorney for the
undersigned for the purpose of executing and filing such registration statement
and any amendment or amendments or other necessary documents, hereby giving to
each said attorney full authority to perform all acts necessary thereto as fully
as the undersigned could do if personally present, and hereby ratifying all that
said attorney may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 9th day of February, 2000.





                                           /s/ Richard L. Carrion
                                           ------------------------------------
                                               Richard L. Carrion
   3
                                POWER OF ATTORNEY


         WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file with the Securities and Exchange
Commission under the provisions of the Securities Act of 1933, as amended, a
registration statement on Form S-4 registering a put option relating to
$350,000,000 aggregate principal amount of 14 -1/4% Senior Notes due 2006 of
Nuevo Grupo Iusacell, S. A. de C.V.

         NOW, THEREFORE, the undersigned hereby appoints each of Doreen A.
Toben, Frederic V. Salerno and Ivan G. Seidenberg as attorney for the
undersigned for the purpose of executing and filing such registration statement
and any amendment or amendments or other necessary documents, hereby giving to
each said attorney full authority to perform all acts necessary thereto as fully
as the undersigned could do if personally present, and hereby ratifying all that
said attorney may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 9th day of February, 2000.




                                           /s/ James G. Cullen
                                           ------------------------------------
                                               James G. Cullen
   4
                                POWER OF ATTORNEY


         WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file with the Securities and Exchange
Commission under the provisions of the Securities Act of 1933, as amended, a
registration statement on Form S-4 registering a put option relating to
$350,000,000 aggregate principal amount of 14 -1/4% Senior Notes due 2006 of
Nuevo Grupo Iusacell, S. A. de C.V.

         NOW, THEREFORE, the undersigned hereby appoints each of Doreen A.
Toben, Frederic V. Salerno and Ivan G. Seidenberg as attorney for the
undersigned for the purpose of executing and filing such registration statement
and any amendment or amendments or other necessary documents, hereby giving to
each said attorney full authority to perform all acts necessary thereto as fully
as the undersigned could do if personally present, and hereby ratifying all that
said attorney may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 14th day of February, 2000.





                                           /s/ Lodewijk J.R. de Vink
                                           ------------------------------------
                                               Lodewijk J.R. de Vink
   5
                                POWER OF ATTORNEY


         WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file with the Securities and Exchange
Commission under the provisions of the Securities Act of 1933, as amended, a
registration statement on Form S-4 registering a put option relating to
$350,000,000 aggregate principal amount of 14 -1/4% Senior Notes due 2006 of
Nuevo Grupo Iusacell, S. A. de C.V.

         NOW, THEREFORE, the undersigned hereby appoints each of Doreen A.
Toben, Frederic V. Salerno and Ivan G. Seidenberg as attorney for the
undersigned for the purpose of executing and filing such registration statement
and any amendment or amendments or other necessary documents, hereby giving to
each said attorney full authority to perform all acts necessary thereto as fully
as the undersigned could do if personally present, and hereby ratifying all that
said attorney may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 8th day of February, 2000.





                                           /s/ Stanley P. Goldstein
                                           ------------------------------------
                                               Stanley P. Goldstein
   6
                                POWER OF ATTORNEY


         WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file with the Securities and Exchange
Commission under the provisions of the Securities Act of 1933, as amended, a
registration statement on Form S-4 registering a put option relating to
$350,000,000 aggregate principal amount of 14 -1/4% Senior Notes due 2006 of
Nuevo Grupo Iusacell, S. A. de C.V.

         NOW, THEREFORE, the undersigned hereby appoints each of Doreen A.
Toben, Frederic V. Salerno and Ivan G. Seidenberg as attorney for the
undersigned for the purpose of executing and filing such registration statement
and any amendment or amendments or other necessary documents, hereby giving to
each said attorney full authority to perform all acts necessary thereto as fully
as the undersigned could do if personally present, and hereby ratifying all that
said attorney may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 9th day of February, 2000.




                                           /s/ Helene L. Kaplan
                                           ------------------------------------
                                               Helene L. Kaplan
   7
                                POWER OF ATTORNEY

         WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file with the Securities and Exchange
Commission under the provisions of the Securities Act of 1933, as amended, a
registration statement on Form S-4 registering a put option relating to
$350,000,000 aggregate principal amount of 14 -1/4% Senior Notes due 2006 of
Nuevo Grupo Iusacell, S. A. de C.V.

         NOW, THEREFORE, the undersigned hereby appoints each of Doreen A.
Toben, Frederic V. Salerno and Ivan G. Seidenberg as attorney for the
undersigned for the purpose of executing and filing such registration statement
and any amendment or amendments or other necessary documents, hereby giving to
each said attorney full authority to perform all acts necessary thereto as fully
as the undersigned could do if personally present, and hereby ratifying all that
said attorney may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 2nd day of February, 2000.





                                           /s/ Thomas H. Kean
                                           ------------------------------------
                                               Thomas H. Kean
   8
                                POWER OF ATTORNEY

         WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file with the Securities and Exchange
Commission under the provisions of the Securities Act of 1933, as amended, a
registration statement on Form S-4 registering a put option relating to
$350,000,000 aggregate principal amount of 14 -1/4% Senior Notes due 2006 of
Nuevo Grupo Iusacell, S. A. de C.V.

         NOW, THEREFORE, the undersigned hereby appoints each of Doreen A.
Toben, Frederic V. Salerno and Ivan G. Seidenberg as attorney for the
undersigned for the purpose of executing and filing such registration statement
and any amendment or amendments or other necessary documents, hereby giving to
each said attorney full authority to perform all acts necessary thereto as fully
as the undersigned could do if personally present, and hereby ratifying all that
said attorney may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 8th day of February, 2000.



                                           /s/ Elizabeth T. Kennan
                                           ------------------------------------
                                               Elizabeth T. Kennan
   9
                                POWER OF ATTORNEY


         WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file with the Securities and Exchange
Commission under the provisions of the Securities Act of 1933, as amended, a
registration statement on Form S-4 registering a put option relating to
$350,000,000 aggregate principal amount of 14 -1/4% Senior Notes due 2006 of
Nuevo Grupo Iusacell, S. A. de C.V.

         NOW, THEREFORE, the undersigned hereby appoints each of Doreen A.
Toben, Frederic V. Salerno and Ivan G. Seidenberg as attorney for the
undersigned for the purpose of executing and filing such registration statement
and any amendment or amendments or other necessary documents, hereby giving to
each said attorney full authority to perform all acts necessary thereto as fully
as the undersigned could do if personally present, and hereby ratifying all that
said attorney may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 8th day of February, 2000.





                                           /s/ John F. Maypole
                                           ------------------------------------
                                               John F. Maypole
   10
                                POWER OF ATTORNEY


         WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file with the Securities and Exchange
Commission under the provisions of the Securities Act of 1933, as amended, a
registration statement on Form S-4 registering a put option relating to
$350,000,000 aggregate principal amount of 14 -1/4% Senior Notes due 2006 of
Nuevo Grupo Iusacell, S. A. de C.V.

         NOW, THEREFORE, the undersigned hereby appoints each of Doreen A.
Toben, Frederic V. Salerno and Ivan G. Seidenberg as attorney for the
undersigned for the purpose of executing and filing such registration statement
and any amendment or amendments or other necessary documents, hereby giving to
each said attorney full authority to perform all acts necessary thereto as fully
as the undersigned could do if personally present, and hereby ratifying all that
said attorney may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 8th day of February, 2000.




                                           /s/ Joseph Neubauer
                                           ------------------------------------
                                               Joseph Neubauer


   11
                                POWER OF ATTORNEY


         WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file with the Securities and Exchange
Commission under the provisions of the Securities Act of 1933, as amended, a
registration statement on Form S-4 registering a put option relating to
$350,000,000 aggregate principal amount of 14 1/4% Senior Notes due 2006 of
Nuevo Grupo Iusacell, S. A. de C.V.

         NOW, THEREFORE, the undersigned hereby appoints each of Doreen A.
Toben, Frederic V. Salerno and Ivan G. Seidenberg as attorney for the
undersigned for the purpose of executing and filing such registration statement
and any amendment or amendments or other necessary documents, hereby giving to
each said attorney full authority to perform all acts necessary thereto as fully
as the undersigned could do if personally present, and hereby ratifying all that
said attorney may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 11th day of February, 2000.





                                          /s/ Thomas H. O'Brien
                                             --------------------
                                             Thomas H. O'Brien

   12

                                POWER OF ATTORNEY


         WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file with the Securities and Exchange
Commission under the provisions of the Securities Act of 1933, as amended, a
registration statement on Form S-4 registering a put option relating to
$350,000,000 aggregate principal amount of 14 1/4% Senior Notes due 2006 of
Nuevo Grupo Iusacell, S. A. de C.V.

         NOW, THEREFORE, the undersigned hereby appoints each of Doreen A.
Toben, Frederic V. Salerno and Ivan G. Seidenberg as attorney for the
undersigned for the purpose of executing and filing such registration statement
and any amendment or amendments or other necessary documents, hereby giving to
each said attorney full authority to perform all acts necessary thereto as fully
as the undersigned could do if personally present, and hereby ratifying all that
said attorney may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 17th day of February, 2000.




                                          /s/ Eckhard Pfeiffer
                                            --------------------
                                              Eckhard Pfeiffer

   13
                                POWER OF ATTORNEY


         WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file with the Securities and Exchange
Commission under the provisions of the Securities Act of 1933, as amended, a
registration statement on Form S-4 registering a put option relating to
$350,000,000 aggregate principal amount of 14 1/4% Senior Notes due 2006 of
Nuevo Grupo Iusacell, S. A. de C.V.

         NOW, THEREFORE, the undersigned hereby appoints each of Doreen A.
Toben, Frederic V. Salerno and Ivan G. Seidenberg as attorney for the
undersigned for the purpose of executing and filing such registration statement
and any amendment or amendments or other necessary documents, hereby giving to
each said attorney full authority to perform all acts necessary thereto as fully
as the undersigned could do if personally present, and hereby ratifying all that
said attorney may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 8th day of February, 2000.




                                                              /s/ Hugh B. Price
                                                              -----------------
                                                                  Hugh B. Price

   14
                                POWER OF ATTORNEY


         WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file with the Securities and Exchange
Commission under the provisions of the Securities Act of 1933, as amended, a
registration statement on Form S-4 registering a put option relating to
$350,000,000 aggregate principal amount of 14 1/4% Senior Notes due 2006 of
Nuevo Grupo Iusacell, S. A. de C.V.

         NOW, THEREFORE, the undersigned hereby appoints each of Doreen A.
Toben, Frederic V. Salerno and Ivan G. Seidenberg as attorney for the
undersigned for the purpose of executing and filing such registration statement
and any amendment or amendments or other necessary documents, hereby giving to
each said attorney full authority to perform all acts necessary thereto as fully
as the undersigned could do if personally present, and hereby ratifying all that
said attorney may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 8th day of February, 2000.

                                                   /s/ Rozanne L. Ridgway
                                                   ----------------------
                                                       Rozanne L. Ridgway


   15
                                POWER OF ATTORNEY


         WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file with the Securities and Exchange
Commission under the provisions of the Securities Act of 1933, as amended, a
registration statement on Form S-4 registering a put option relating to
$350,000,000 aggregate principal amount of 14 1/4% Senior Notes due 2006 of
Nuevo Grupo Iusacell, S. A. de C.V.

         NOW, THEREFORE, the undersigned hereby appoints each of Doreen A. Toben
and Ivan G. Seidenberg as attorney for the undersigned for the purpose of
executing and filing such registration statement and any amendment or amendments
or other necessary documents, hereby giving to each said attorney full authority
to perform all acts necessary thereto as fully as the undersigned could do if
personally present, and hereby ratifying all that said attorney may lawfully do
or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 9th day of February, 2000.

                                           /s/ Frederic V. Salerno
                                           -----------------------
                                               Frederic V. Salerno


   16
                                POWER OF ATTORNEY


         WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file with the Securities and Exchange
Commission under the provisions of the Securities Act of 1933, as amended, a
registration statement on Form S-4 registering a put option relating to
$350,000,000 aggregate principal amount of 14 1/4% Senior Notes due 2006 of
Nuevo Grupo Iusacell, S. A. de C.V.

         NOW, THEREFORE, the undersigned hereby appoints each of Doreen A. Toben
and Frederic V. Salerno as attorney for the undersigned for the purpose of
executing and filing such registration statement and any amendment or amendments
or other necessary documents, hereby giving to each said attorney full authority
to perform all acts necessary thereto as fully as the undersigned could do if
personally present, and hereby ratifying all that said attorney may lawfully do
or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 8th day of February, 2000.

                                              /s/ Ivan G. Seidenberg
                                              ------------------------
                                               Ivan G. Seidenberg
   17


                                POWER OF ATTORNEY


         WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file with the Securities and Exchange
Commission under the provisions of the Securities Act of 1933, as amended, a
registration statement on Form S-4 registering a put option relating to
$350,000,000 aggregate principal amount of 14 1/4% Senior Notes due 2006 of
Nuevo Grupo Iusacell, S. A. de C.V.

         NOW, THEREFORE, the undersigned hereby appoints each of Doreen A.
Toben, Frederic V. Salerno and Ivan G. Seidenberg as attorney for the
undersigned for the purpose of executing and filing such registration statement
and any amendment or amendments or other necessary documents, hereby giving to
each said attorney full authority to perform all acts necessary thereto as fully
as the undersigned could do if personally present, and hereby ratifying all that
said attorney may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 8th day of February, 2000.




                                                  /s/ Walter V. Shipley
                                                  ---------------------
                                                      Walter V. Shipley

   18
                                POWER OF ATTORNEY


         WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file with the Securities and Exchange
Commission under the provisions of the Securities Act of 1933, as amended, a
registration statement on Form S-4 registering a put option relating to
$350,000,000 aggregate principal amount of 14 1/4% Senior Notes due 2006 of
Nuevo Grupo Iusacell, S. A. de C.V.

         NOW, THEREFORE, the undersigned hereby appoints each of Doreen A.
Toben, Frederic V. Salerno and Ivan G. Seidenberg as attorney for the
undersigned for the purpose of executing and filing such registration statement
and any amendment or amendments or other necessary documents, hereby giving to
each said attorney full authority to perform all acts necessary thereto as fully
as the undersigned could do if personally present, and hereby ratifying all that
said attorney may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 9th day of February, 2000.

                                                   /s/ John R. Stafford
                                                   --------------------
                                                       John R. Stafford

   19
                                POWER OF ATTORNEY


         WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file with the Securities and Exchange
Commission under the provisions of the Securities Act of 1933, as amended, a
registration statement on Form S-4 registering a put option relating to
$350,000,000 aggregate principal amount of 14 1/4% Senior Notes due 2006 of
Nuevo Grupo Iusacell, S. A. de C.V.

         NOW, THEREFORE, the undersigned hereby appoints each of Frederic V.
Salerno and Ivan G. Seidenberg as attorney for the undersigned for the purpose
of executing and filing such registration statement and any amendment or
amendments or other necessary documents, hereby giving to each said attorney
full authority to perform all acts necessary thereto as fully as the undersigned
could do if personally present, and hereby ratifying all that said attorney may
lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 9th day of February, 2000.




                                                   /s/ Doreen A. Toben
                                                   -------------------
                                                       Doreen A. Toben
   20
                                POWER OF ATTORNEY


         WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file with the Securities and Exchange
Commission under the provisions of the Securities Act of 1933, as amended, a
registration statement on Form S-4 registering a put option relating to
$350,000,000 aggregate principal amount of 14 1/4% Senior Notes due 2006 of
Nuevo Grupo Iusacell, S. A. de C.V.

         NOW, THEREFORE, the undersigned hereby appoints each of Doreen A.
Toben, Frederic V. Salerno and Ivan G. Seidenberg as attorney for the
undersigned for the purpose of executing and filing such registration statement
and any amendment or amendments or other necessary documents, hereby giving to
each said attorney full authority to perform all acts necessary thereto as fully
as the undersigned could do if personally present, and hereby ratifying all that
said attorney may lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 8th day of February, 2000.




                                                              /s/ Shirley Young
                                                              -----------------
                                                                  Shirley Young