1
Exhibit 24.1
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned
constitutes and appoints Herbert M. Baum and Gerald W. Callahan, and
each of them, the undersigned's true and lawful attorneys-in-fact and
agents, with full power of substitution and resubstitution, for the
undersigned and in the undersigned's name, place and stead, in any
and all capacities, to sign the Registration Statement on Form S-8
relating to 1,250,000 shares of Capital Stock, par value $1.00 per
share, of Quaker State Corporation which may be issued under the 1994
Stock Incentive Plan of Quaker State Corporation, and any and all
amendments thereto (including post-effective amendments), 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, and each of them full
power and authority to do and perform each and every act and thing
requisite and necessary to be done, as fully to all intents and
purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents
or any of them, or their or his substitutes, may lawfully do or
cause to be done by virtue thereof.
May 12, 1994 /s/ Leonard M. Carroll
---------------------------
Leonard M. Carroll
2
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned
constitutes and appoints Herbert M. Baum and Gerald W. Callahan, and
each of them, the undersigned's true and lawful attorneys-in-fact and
agents, with full power of substitution and resubstitution, for the
undersigned and in the undersigned's name, place and stead, in any
and all capacities, to sign the Registration Statement on Form S-8
relating to 1,250,000 shares of Capital Stock, par value $1.00 per
share, of Quaker State Corporation which may be issued under the 1994
Stock Incentive Plan of Quaker State Corporation, and any and all
amendments thereto (including post-effective amendments), 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, and each of them
full power and authority to do and perform each and every act and
thing requisite and necessary to be done, as fully to all intents
and purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents
or any of them, or their or his substitutes, may lawfully do or cause
to be done by virtue thereof.
May 12, 1994 /s/ Conrad A. Conrad
---------------------------
Conrad A. Conrad
3
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned
constitutes and appoints Herbert M. Baum and Gerald W. Callahan, and
each of them, the undersigned's true and lawful attorneys-in-fact and
agents, with full power of substitution and resubstitution, for the
undersigned and in the undersigned's name, place and stead, in any
and all capacities, to sign the Registration Statement on Form S-8
relating to 1,250,000 shares of Capital Stock, par value $1.00 per
share, of Quaker State Corporation which may be issued under the 1994
Stock Incentive Plan of Quaker State Corporation, and any and all
amendments thereto (including post-effective amendments), 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, and each of them
full power and authority to do and perform each and every act and
thing requisite and necessary to be done, as fully to all intents and
purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents
or any of them, or their or his substitutes, may lawfully do or cause
to be done by virtue thereof.
May 12, 1994 /s/ Laurel Cutler
---------------------------
Laurel Cutler
4
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned
constitutes and appoints Herbert M. Baum and Gerald W. Callahan, and
each of them, the undersigned's true and lawful attorneys-in-fact and
agents, with full power of substitution and resubstitution, for the
undersigned and in the undersigned's name, place and stead, in any
and all capacities, to sign the Registration Statement on Form S-8
relating to 1,250,000 shares of Capital Stock, par value $1.00 per
share, of Quaker State Corporation which may be issued under the 1994
Stock Incentive Plan of Quaker State Corporation, and any and all
amendments thereto (including post-effective amendments), 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, and each of them
full power and authority to do and perform each and every act and
thing requisite and necessary to be done, as fully to all intents and
purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents
or any of them, or their or his substitutes, may lawfully do or cause
to be done by virtue thereof.
May 12, 1994 /s/ Homer M. Ellenburg
---------------------------
Homer M. Ellenburg
5
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned
constitutes and appoints Herbert M. Baum and Gerald W. Callahan, and
each of them, the undersigned's true and lawful attorneys-in-fact and
agents, with full power of substitution and resubstitution, for the
undersigned and in the undersigned's name, place and stead, in any
and all capacities, to sign the Registration Statement on Form S-8
relating to 1,250,000 shares of Capital Stock, par value $1.00 per
share, of Quaker State Corporation which may be issued under the 1994
Stock Incentive Plan of Quaker State Corporation, and any and all
amendments thereto (including post-effective amendments), 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, and each of them
full power and authority to do and perform each and every act and
thing requisite and necessary to be done, as fully to all intents and
purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents
or any of them, or their or his substitutes, may lawfully do or cause
to be done by virtue thereof.
May 12, 1994 /s/ C. Fred Fetterolf
---------------------------
C. Fred Fetterolf
6
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned
constitutes and appoints Herbert M. Baum and Gerald W. Callahan, and
each of them, the undersigned's true and lawful attorneys-in-fact and
agents, with full power of substitution and resubstitution, for the
undersigned and in the undersigned's name, place and stead, in any
and all capacities, to sign the Registration Statement on Form S-8
relating to 1,250,000 shares of Capital Stock, par value $1.00 per
share, of Quaker State Corporation which may be issued under the 1994
Stock Incentive Plan of Quaker State Corporation, and any and all
amendments thereto (including post-effective amendments), 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, and each of them
full power and authority to do and perform each and every act and
thing requisite and necessary to be done, as fully to all intents and
purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents
or any of them, or their or his substitutes, may lawfully do or cause
to be done by virtue thereof.
May 12, 1994 /s/ Thomas A. Gardner
---------------------------
Thomas A. Gardner
7
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned
constitutes and appoints Herbert M. Baum and Gerald W. Callahan, and
each of them, the undersigned's true and lawful attorneys-in-fact and
agents, with full power of substitution and resubstitution, for the
undersigned and in the undersigned's name, place and stead, in any
and all capacities, to sign the Registration Statement on Form S-8
relating to 1,250,000 shares of Capital Stock, par value $1.00 per
share, of Quaker State Corporation which may be issued under the 1994
Stock Incentive Plan of Quaker State Corporation, and any and all
amendments thereto (including post-effective amendments), 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, and each of them
full power and authority to do and perform each and every act and
thing requisite and necessary to be done, as fully to all intents and
purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents
or any of them, or their or his substitutes, may lawfully do or cause
to be done by virtue thereof.
May 12, 1994 /s/ H. Bryce Jordan
---------------------------
H. Bryce Jordan
8
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned
constitutes and appoints Herbert M. Baum and Gerald W. Callahan, and
each of them, the undersigned's true and lawful attorneys-in-fact and
agents, with full power of substitution and resubstitution, for the
undersigned and in the undersigned's name, place and stead, in any
and all capacities, to sign the Registration Statement on Form S-8
relating to 1,250,000 shares of Capital Stock, par value $1.00 per
share, of Quaker State Corporation which may be issued under the 1994
Stock Incentive Plan of Quaker State Corporation, and any and all
amendments thereto (including post-effective amendments), 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, and each of them
full power and authority to do and perform each and every act and
thing requisite and necessary to be done, as fully to all intents and
purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents
or any of them, or their or his substitutes, may lawfully do or cause
to be done by virtue thereof.
May 12, 1994 /s/ W. Craig McClelland
---------------------------
W. Craig McClelland
9
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned
constitutes and appoints Herbert M. Baum and Gerald W. Callahan, and
each of them, the undersigned's true and lawful attorneys-in-fact and
agents, with full power of substitution and resubstitution, for the
undersigned and in the undersigned's name, place and stead, in any
and all capacities, to sign the Registration Statement on Form S-8
relating to 1,250,000 shares of Capital Stock, par value $1.00 per
share, of Quaker State Corporation which may be issued under the 1994
Stock Incentive Plan of Quaker State Corporation, and any and all
amendments thereto (including post-effective amendments), 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, and each of them
full power and authority to do and perform each and every act and
thing requisite and necessary to be done, as fully to all intents and
purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents
or any of them, or their or his substitutes, may lawfully do or cause
to be done by virtue thereof.
May 12, 1994 /s/ Delbert J. McQuaide
---------------------------
Delbert J. McQuaide
10
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned
constitutes and appoints Herbert M. Baum and Gerald W. Callahan, and
each of them, the undersigned's true and lawful attorneys-in-fact and
agents, with full power of substitution and resubstitution, for the
undersigned and in the undersigned's name, place and stead, in any
and all capacities, to sign the Registration Statement on Form S-8
relating to 1,250,000 shares of Capital Stock, par value $1.00 per
share, of Quaker State Corporation which may be issued under the 1994
Stock Incentive Plan of Quaker State Corporation, and any and all
amendments thereto (including post-effective amendments), 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, and each of them
full power and authority to do and perform each and every act and
thing requisite and necessary to be done, as fully to all intents and
purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents
or any of them, or their or his substitutes, may lawfully do or cause
to be done by virtue thereof.
May 12, 1994 /s/ Raymond A. Ross, Jr.
---------------------------
Raymond A. Ross, Jr.