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                                                                    EXHIBIT 24


                               POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
below constitutes and appoints Ronald R. Dobbins and Julius V. Combs, M.D., and
each of them his true and lawful attorneys-in-fact and agents, with full power
of substitution and resubstitution, for him and in his name, place and stead,
in any and all capacities, to sign any and all amendments to this Registration
Statement, and to file the same, with all exhibits thereto, and other documents
in connection therewith, with the Securities and Exchange Commission, granting
unto said attorneys-in-fact and agents full power and authority to do so and
perform each and every act and thing requisite and necessary to be done in and
about the premises, as fully to all intents and purposes as they might or could
do in person, hereby ratifying and confirming all that said attorneys-in-fact
and agents or then substitute or substitutes, may lawfully do or cause to be
done by virtue hereof.

     Pursuant to the requirements of the Securities Act of 1933, as amended,
this Registration Statement has been signed below by the following persons in
the capacities indicated on the 7th day of August, 1997.



                              
Julius V. Combs                  Chief Executive Officer             
- -------------------------------  (Principal Executive Officer)       
Julius V. Combs, M.D.                                                

Anita C. R. Gorham               Director, Secretary                 
- -------------------------------                                      
Anita C. R. Gorham                                                   

Jagannathan Vanaharam            Senior Vice President - Treasurer    
- -------------------------------  (Principal Financial Officer)       
Jagannathan Vanaharam                                                

Paul Samuels                     Corporate Controller                
- -------------------------------  (Principal Accounting Officer)      
Paul Samuels                                                         

Vivian L. Carpenter              Director                            
- -------------------------------                                      
Vivian L. Carpenter                                                  

Julius V. Combs                  Director                            
- -------------------------------                                      
Julius V. Combs, M.D.                                                

Ronald R. Dobbins                Director                            
- -------------------------------                                      
Ronald R. Dobbins                                                    

William B. Fitzgerald            Director                            
- -------------------------------                                      
William Fitzgerald                                                   

Harcourt G. Harris, M.D.         Director                            
- -------------------------------                                      
Harcourt G. Harris, M.D.                                             

Ronald Horwitz                   Director                            
- -------------------------------                                      
Ronald Horwitz                                                       

Emmett S. Moten                  Director                            
- -------------------------------                                      
Emmett S. Moten, Jr.