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                                                              EXHIBIT 24(b)
         
         
         
         
                                 CERTIFICATE
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        I, Charles D. Gerlinger, Secretary of CABOT CORPORATION, a corporation
organized under the laws of the State of Delaware, hereby certify that the
Board of Directors of said Corporation, at a meeting duly called and held on
October 14, 1994, adopted the following vote:
         
               VOTED:    That the Chairman of the Board and          
        President, the Vice Chairman of the Board, any Vice   
        President, the Controller, and the Corporate Secretary
        be, and each of them hereby is, authorized to execute 
        and cause to be filed on behalf of this Corporation   
        with the Securities and Exchange Commission and with  
        the New York Stock Exchange, pursuant to Section 13 or
        15(d) of the Securities Exchange Act of 1934 and the  
        rules and regulations promulgated thereunder, its     
        Annual Report on Form 10-K for the fiscal year ended  
        September 30, 1994, and any and all amendments and    
        supplements thereto.                                  
                                                              
        I further certify that the foregoing vote has not been rescinded and
remains in full force and effect as of the date hereof.
         
               IN WITNESS WHEREOF I have hereto set my hand and the seal of the
Corporation this 13th day of December, 1994.
         
         
         
                              ATTEST:
         
         
                                       /S/ Charles D. Gerlinger
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                                       Charles D. Gerlinger
                                       Secretary