EXHIBIT 24

POWER OF ATTORNEY

Each of the undersigned, hereby constitutes and appoints each of Carol A.
Ammon, James J. Connors, II, Jeffrey R. Black and Stanley de J. Osborne to be
his or her true and lawful attorneys-in-fact and agents, with full power of each
to act alone, and to sign for the undersigned and in each of their respective
names in any and all capacities stated below, this Annual Report on Form 10-K
(and any amendments hereto) and to file the same, with exhibits hereto and
thereto and other documents in connection herewith and therewith, with the
Securities and Exchange Commission, hereby ratifying and confirming all that
each of said attorneys-in-fact, or his or her substitute or substitutes, may do
or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Exchange Act of 1934, this
Report and Power of Attorney have been signed by the following persons in the
capacities and on the dates indicated.

SIGNATURE TITLE DATE
--------- ----- ----

/s/ CAROL A. AMMON Chief Executive Officer, President and March 9, 2001
- ------------------------------------------ Director
Carol A. Ammon

/s/ MICHAEL B. GOLDBERG Director March 9, 2001
- ------------------------------------------
Michael B. Goldberg

/s/ MICHAEL HYATT Director March 9, 2001
- ------------------------------------------
Michael Hyatt

/s/ ROGER H. KIMMEL Director March 9, 2001
- ------------------------------------------
Roger H. Kimmel

/s/ FRANK J. LOVERRO Director March 9, 2001
- ------------------------------------------
Frank J. Loverro

/s/ JOHN W. LYLE Director March 9, 2001
- ------------------------------------------
John W. Lyle

/s/ MICHAEL W. MITCHELL Director March 9, 2001
- ------------------------------------------
Michael W. Mitchell

/s/ JOSEPH T. O'DONNELL, JR. Director March 9, 2001
- ------------------------------------------
Joseph T. O'Donnell, Jr.

/s/ DAVID I. WAHRHAFTIG Director March 9, 2001
- ------------------------------------------
David I. Wahrhaftig