EXHIBIT 39

                                                                  CONFORMED COPY

                                POWER OF ATTORNEY

I, Jerry C Benjamin, a Director of Professional Staff Plc, registered number
2459997 ("the Company"), hereby appoint any other director of the Company from
time to time, severally, to be my true and lawful attorney ("my Attorney") for
me and in my name to do and perform any of the acts and things that may be done
and performed by me and to execute any documents necessary or desirable to be
completed or executed by me whether in my capacity as a director of the Company
or as a holder of options over shares in the Company as my Attorney shall in his
discretion think proper to do, perform or execute in connection with the offer
to be made by way of a Scheme of Arrangement under section 425 of the Companies
Act 1985 by or on behalf of Bidco Limited, registered number 4493380 ("Bidco")
for all the issued and to be issued share capital of the Company other than
certain shares owned or controlled by Bidco, Lord Ashcroft, Andrew Dixey and
Benjamin Blackden and his immediate family and related trusts ("the
Transaction") and, in particular (but without limiting the generality of the
foregoing):

(a)     to agree the form and contents of and, where appropriate, to sign in my
        name any circular, offer document, advertisement, announcement or other
        document required to be issued, published or released in connection with
        the Transaction including but not limited to an irrevocable undertaking
        a responsibility statement in the terms or to the effect required under
        the City Code on Takeovers and Mergers ("the City Code") whereunder, in
        common with the other directors of the Company (with or without
        exceptions), I accept responsibility as therein stated;

(b)     to do any acts or things, and to approve, execute or certify any
        document or documents necessary or desirable to be done, approved,
        executed or certified by me as a director of the Company with a view to
        compliance with the requirements of the Companies Act 1985, Financial
        Services and Markets Act 2000, the Panel on Takeovers and Mergers or the
        City Code; and

(c)     to execute, deliver and do all such other deeds, documents, acts and
        things as may be required or as my Attorney may think desirable or
        expedient in connection with the Transaction and to do anything
        whatsoever in connection therewith as amply and effectively as I could
        do personally.

I hereby undertake to ratify whatever my Attorney shall properly do or cause to
be done hereunder and to indemnify my Attorney and keep my Attorney indemnified
against all claims, costs and expenses which my Attorney may suffer as a result
thereof.

This Power of Attorney may be revoked at any time by notice in writing signed by
me addressed to the Company Secretary and handed to him or sent to or delivered
at the registered office of the Company at Buckland House, Waterside Drive,
Langley Business Park, Slough, Berkshire SL3 6EZ and shall, if not previously
revoked, cease to have effect six calendar months after the date on which it is
signed.

This Power of Attorney is governed by and is to be construed in accordance with
the laws of England and Wales and the appropriate court of law in England is to
have non-exclusive jurisdiction in relation to all matters, claims and disputes
arising out of or in connection with this Power of Attorney.

Dated   27 March        2003


Executed and unconditionally    )       Jerry C Benjamin
delivered as a Deed by          )
Jerry C Benjamin                )
in the presence of:             )       S Fowle