1
                                  EXHIBIT 24.2


STATE OF TEXAS       )
                        )
COUNTY OF DALLAS     )



                               POWER OF ATTORNEY


Know all men by these presents, that I, T.J. FALGOUT, III, a Director of CROWN
CASINO CORPORATION, a Texas corporation, do constitute and appoint EDWARD R.
MCMURPHY and 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 Exchange Act of 1934, the Annual Report on
Form 10-K for CROWN CASINO CORPORATION, for the fiscal year ended April 30,
1997, and to file the same with the Securities and Exchange Commission and the
National Association of Security 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 or substitutes, may do or cause to be done by virtue hereof.

In witness whereof, I have hereunto set my hand and seal this 1st day of
August, 1997.


                                        /s/ T.J. Falgout, III 
                                       ----------------------------
                                       T. J. FALGOUT, III




                                ACKNOWLEDGEMENT


Before me this 1st day of August, 1997, came T. 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/ April May
                                      ----------------------------------
                                            NOTARY PUBLIC