EXHIBIT 24.2



STATE OF TEXAS      }
COUNTY OF DALLAS    }


                               POWER OF ATTORNEY

     Know all men by these presents, that I, TILMAN J. FALGOUT, III, a Director
of AMERICA'S CAR-MART, INC., a Texas corporation, do constitute and appoint MARK
D. SLUSSER my true and lawful attorney-in-fact, with full power of substitution,
for me in any and all capacities, to sign, pursuant to the requirements of the
Securities and Exchange Act of 1934, the Annual Report on Form 10-K for
AMERICA'S CAR-MART, INC. for the fiscal year ended April 30, 2003 and to file
the same with the Securities and Exchange Commission and National Association of
Securities Dealers, Inc., together with all exhibits thereto and other documents
in connection therewith, and to sign on my behalf and in my stead, in any and
all capacities, any amendments to said Annual Report, incorporating such changes
as said attorney-in-fact deems appropriate, hereby ratifying and confirming all
that said attorney-in-fact, or his substitute may do or cause to be done by
virtue hereof.

     In witness whereof, I have hereunto set my hand and seal this 14th day of
July, 2003.



                                            /s/ Tilman J. Falgout, III
                                            ------------------------------------
                                            TILMAN J. FALGOUT, III




                                 ACKNOWLEDGMENT

     Before me this 14th day of July, 2003, came TILMAN J. FALGOUT, III,
personally known to me, who in my presence did sign and seal the above and
foregoing Power of Attorney and acknowledged the same as his true act and deed.



                                            /s/ Paula Hodges
                                            ------------------------------------
                                            NOTARY PUBLIC