Exhibit 24.3




                               POWER OF ATTORNEY

   KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
below constitutes and appoints Darren W. Karst and Edward G. Kitz, and each of
them, his or her true and lawful attorneys-in-fact and agents, with full power
of substitution and resubstitution, for him or her and in his or her name,
place and stead, in any and all capacities, to sign any or all amendments
(including post-effective amendments) to the Registration Statement on Form S-4
of Roundy's, Inc., Registration No. 333-97623, and any subsequent registration
statement filed pursuant to Rule 462(b) under the Securities Act of 1933, as
amended, 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 in and about the premises, as fully to all intents and
purposes as he or she 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 or her substitute or substitutes, may lawfully do or cause to be done by
virtue hereof.

Dated October 16, 2002


                                           By:    /S/   MICHAEL J. SCHMITT
                                                  -----------------------------
                                           Name:      Michael J. Schmitt
                                           Title:     President of the Midland
                                                  Grocery Company