1
EXHIBIT 24.2
CERTAIN GUARANTORS
Power of Attorney
of Director and/or Officer
Each of the undersigned directors and/or officers of the guarantors
attached hereto as Exhibit A (the "Guarantors") does hereby constitute and
appoint Douglas J. Babb and John W. MacKenzie, and each of them, with full power
of substitution and full power to act without the other, his true and lawful
attorney-in-fact and agents to act for him in his name, place and stead, in any
and all capacities, to sign a registration statement on Form S-4 and any or all
amendments thereto (including without limitation any post-effective amendments
thereto), and any registration statement for the same offering that is to be
effective under Rule 462(b) of the Securities Act, and to file each of 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
in order to effectuate the same as fully, to all intents and purposes, as they
or he might or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents, or any of them, may lawfully do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, each of the undersigned has executed this power of
attorney this 14th day of June, 2001.
/s/ David R. Devereaux
-----------------------------------
David R. Devereaux
/s/ Kevin M. Roberts
-----------------------------------
Kevin M. Roberts
/s/ Schuyler Hollingsworth, Jr.
-----------------------------------
Schuyler Hollingsworth, Jr.
2
EXHIBIT A
Guarantors
AGI-Camelot, Inc.
Beverly - Bella Vista Holding, Inc.
Beverly - Branson Holdings, Inc.
Beverly - Missouri Valley Holding, Inc.
Beverly - Rapid City Holding, Inc.
Beverly Enterprises - Arkansas, Inc.
Beverly Enterprises - Illinois, Inc.
Beverly Enterprises - Indiana, Inc.
Beverly Enterprises - Kansas, Inc.
Beverly Enterprises - Michigan, Inc.
Beverly Enterprises - Minnesota, Inc.
Beverly Enterprises - Missouri, Inc.
Beverly Enterprises - Nebraska, Inc.
Beverly Enterprises - Nevada, Inc.
Beverly Enterprises - New Hampshire, Inc.
Beverly Enterprises - New Mexico, Inc.
Beverly Enterprises - North Dakota, Inc.
Beverly Enterprises - Oklahoma, Inc.
Beverly Enterprises - Oregon, Inc.
Beverly Enterprises - Rhode Island, Inc.
Beverly Enterprises - Tennessee, Inc.
Beverly Enterprises - Texas, Inc.
Beverly Enterprises - Utah, Inc.
Beverly Enterprises - Vermont, Inc.
Beverly Enterprises - Washington, Inc.
Beverly Enterprises - Wisconsin, Inc.
Beverly Enterprises - Wyoming, Inc.
Beverly Healthcare, LLC
Beverly-Indianapolis, LLC
Commercial Management, Inc.
Nebraska City S-C-H, Inc.
South Alabama Nursing Home, Inc.
South Dakota - Beverly Enterprises, Inc.
Vantage Healthcare Corporation
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CERTAIN GUARANTORS
Power of Attorney
of Director
Each of the undersigned directors and/or officers of the guarantors
attached hereto as Exhibit A (the "Guarantors") does hereby constitute and
appoint Douglas J. Babb and John W. MacKenzie, and each of them, with full power
of substitution and full power to act without the other, his true and lawful
attorney-in-fact and agents to act for him in his name, place and stead, in any
and all capacities, to sign a registration statement on Form S-4 and any or all
amendments thereto (including without limitation any post-effective amendments
thereto), and any registration statement for the same offering that is to be
effective under Rule 462(b) of the Securities Act, and to file each of 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
in order to effectuate the same as fully, to all intents and purposes, as they
or he might or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents, or any of them, may lawfully do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this power of attorney
this 14th day of June, 2001.
/s/ David R. Devereaux
-----------------------------------
David R. Devereaux
/s/ Jerry S. Roles
-----------------------------------
Jerry S. Roles
/s/ Schuyler Hollingsworth, Jr.
-----------------------------------
Schuyler Hollingsworth, Jr.
4
EXHIBIT A
Guarantors
Beverly Assisted Living, Inc.
Beverly - Plant City Holdings, Inc.
Beverly - Tamarac Holdings, Inc.
Beverly - Tampa Holdings, Inc.
Beverly Clinical, Inc.
Beverly Enterprises - Alabama, Inc.
Beverly Enterprises - Arizona, Inc.
Beverly Enterprises - Colorado, Inc.
Beverly Enterprises - Connecticut, Inc.
Beverly Enterprises - Delaware, Inc.
Beverly Enterprises - Distribution Services, Inc.
Beverly Enterprises - District of Columbia, Inc.
Beverly Enterprises - Florida, Inc.
Beverly Enterprises - Garden Terrace, Inc.
Beverly Enterprises - Georgia, Inc.
Beverly Enterprises - Hawaii, Inc.
Beverly Enterprises - Idaho, Inc.
Beverly Enterprises - Iowa, Inc.
Beverly Enterprises - Kentucky, Inc.
Beverly Enterprises - Louisiana, Inc.
Beverly Enterprises - Maine, Inc.
Beverly Enterprises - Maryland, Inc.
Beverly Enterprises - Massachusetts, Inc.
Beverly Enterprises - Mississippi, Inc.
Beverly Enterprises - Montana, Inc.
Beverly Enterprises - New Jersey, Inc.
Beverly Enterprises - North Carolina, Inc.
Beverly Enterprises - Ohio, Inc.
Beverly Enterprises - Pennsylvania, Inc.
Beverly Enterprises - South Carolina, Inc.
Beverly Enterprises - Virginia, Inc.
Beverly Enterprises - West Virginia, Inc.
Beverly Healthcare Acquisition, Inc.
Beverly Healthcare - California, Inc.
Beverly Holdings I, Inc.
Beverly Manor Inc. of Hawaii
Beverly Real Estate Holdings, Inc.
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Beverly Savana Cay Manor, Inc.
Hallmark Convalescent Homes, Inc.
Liberty Nursing Homes, Incorporated
Medical Arts Health Facility of Lawrenceville, Inc.
Moderncare of Lumberton, Inc.
Nursing Home Operators, Inc.
Petersen Health Care, Inc.
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CERTAIN GUARANTORS
Power of Attorney
of Director and/or Officer
Each of the undersigned directors and/or officers of the guarantors
attached hereto as Exhibit A (the "Guarantors") does hereby constitute and
appoint Douglas J. Babb and John W. MacKenzie, and each of them, with full power
of substitution and full power to act without the other, his true and lawful
attorney-in-fact and agents to act for him in his name, place and stead, in any
and all capacities, to sign a registration statement on Form S-4 and any or all
amendments thereto (including without limitation any post-effective amendments
thereto), and any registration statement for the same offering that is to be
effective under Rule 462(b) of the Securities Act, and to file each of 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
in order to effectuate the same as fully, to all intents and purposes, as they
or he might or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents, or any of them, may lawfully do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, each of the undersigned has executed this power of
attorney this 14th day of June, 2001.
/s/ T. Jerald Moore
-------------------------------
T. Jerald Moore
/s/ Schuyler Hollingsworth, Jr
-------------------------------
Schuyler Hollingsworth, Jr.
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EXHIBIT A
Guarantors
Arborland Management Company, Inc.
Associated Physical Therapy Practitioners, Inc.
Carrollton Physical Therapy Clinic, Inc.
Greenville Rehabilitation Services, Inc.
Home Health and Rehabilitation Services, Inc.
Las Colinas Physical Therapy, Inc.
Matrix Occupational Health, Inc.
Matrix Rehabilitation - Delaware, Inc.
Matrix Rehabilitation - Georgia, Inc.
Matrix Rehabilitation - Maryland, Inc.
Matrix Rehabilitation - Ohio, Inc.
Matrix Rehabilitation - South Carolina, Inc.
Matrix Rehabilitation - Texas, Inc.
Matrix Rehabilitation - Washington, Inc.
Matrix Rehabilitation, Inc.
Network For Physical Therapy, Inc.
North Dallas Physical Therapy Associates, Inc.
PT Net (Colorado), Inc.
PT Net, Inc.
Rehabilitation Associates of Lafayette, Inc.
The Parks Physical Therapy And Work Hardening Center, Inc.
Theraphysics Corp.
Theraphysics of New York IPA, Inc.
Theraphysics Partners of Colorado, Inc.
Theraphysics Partners of Louisiana, Inc.
Theraphysics Partners of Texas, Inc.
Theraphysics Partners of Western Pennsylvania, Inc.
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CERTAIN GUARANTORS
Power of Attorney
of Director
Each of the undersigned directors and/or officers of the guarantors
attached hereto as Exhibit A (the "Guarantors") does hereby constitute and
appoint Douglas J. Babb and John W. MacKenzie, and each of them, with full power
of substitution and full power to act without the other, his true and lawful
attorney-in-fact and agents to act for him in his name, place and stead, in any
and all capacities, to sign a registration statement on Form S-4 and any or all
amendments thereto (including without limitation any post-effective amendments
thereto), and any registration statement for the same offering that is to be
effective under Rule 462(b) of the Securities Act, and to file each of 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
in order to effectuate the same as fully, to all intents and purposes, as they
or he might or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents, or any of them, may lawfully do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this power of attorney
this 14th day of June, 2001.
/s/ William A. Mathies
------------------------------------
William A. Mathies
/s/ Schuyler Hollingsworth, Jr.
------------------------------------
Schuyler Hollingsworth, Jr.
/s/ Glen R. Cavallo
------------------------------------
Glen R. Cavallo
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EXHIBIT A
Guarantors
Homecare Preferred Choice, Inc.
Compassion and Personal Care Services, Inc.
Community Care, Inc.
Eastern Home Health Supply & Equipment Co., Inc.
Hospice of Eastern Carolina, Inc.
Hospice Preferred Choice, Inc.
HTHC Holdings, Inc.
Tar Heel Infusion Company, Inc.
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CERTAIN GUARANTORS
Power of Attorney
of Director and/or Officer
Each of the undersigned directors and/or officers of the guarantors
attached hereto as Exhibit A (the "Guarantors") does hereby constitute and
appoint Douglas J. Babb and John W. MacKenzie, and each of them, with full power
of substitution and full power to act without the other, his true and lawful
attorney-in-fact and agents to act for him in his name, place and stead, in any
and all capacities, to sign a registration statement on Form S-4 and any or all
amendments thereto (including without limitation any post-effective amendments
thereto), and any registration statement for the same offering that is to be
effective under Rule 462(b) of the Securities Act, and to file each of 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
in order to effectuate the same as fully, to all intents and purposes, as they
or he might or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents, or any of them, may lawfully do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, each of the undersigned has executed this power of
attorney this 14th day of June, 2001.
/s/ David R. Banks
----------------------------
David R. Banks
/s/ Bobby W. Stephens
----------------------------
Bobby W. Stephens
/s/ Pamela H. Daniels
----------------------------
Pamela H. Daniels
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EXHIBIT A
Guarantors
Beverly Enterprises International Limited
TMD Disposition Company
12
CERTAIN GUARANTORS
Power of Attorney
of Director
Each of the undersigned directors and/or officers of the guarantors
attached hereto as Exhibit A (the "Guarantors") does hereby constitute and
appoint Douglas J. Babb and John W. MacKenzie, and each of them, with full power
of substitution and full power to act without the other, his true and lawful
attorney-in-fact and agents to act for him in his name, place and stead, in any
and all capacities, to sign a registration statement on Form S-4 and any or all
amendments thereto (including without limitation any post-effective amendments
thereto), and any registration statement for the same offering that is to be
effective under Rule 462(b) of the Securities Act, and to file each of 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
in order to effectuate the same as fully, to all intents and purposes, as they
or he might or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents, or any of them, may lawfully do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this power of attorney
this 14th day of June, 2001.
/s/ William A. Mathies
-------------------------------------
William A. Mathies
/s/ Schuyler Hollingsworth, Jr.
-------------------------------------
Schuyler Hollingsworth, Jr.
/s/ T. Jerald Moore
-------------------------------------
T. Jerald Moore
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EXHIBIT A
Guarantors
Spectra Healthcare Alliance, Inc.
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CERTAIN GUARANTORS
Power of Attorney
of Director and/or Officer
Each of the undersigned directors and/or officers of the guarantors
attached hereto as Exhibit A (the "Guarantors") does hereby constitute and
appoint Douglas J. Babb and John W. MacKenzie, and each of them, with full power
of substitution and full power to act without the other, his true and lawful
attorney-in-fact and agents to act for him in his name, place and stead, in any
and all capacities, to sign a registration statement on Form S-4 and any or all
amendments thereto (including without limitation any post-effective amendments
thereto), and any registration statement for the same offering that is to be
effective under Rule 462(b) of the Securities Act, and to file each of 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
in order to effectuate the same as fully, to all intents and purposes, as they
or he might or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents, or any of them, may lawfully do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, each of the undersigned has executed this power of
attorney this 14th day of June, 2001.
/s/ David R. Devereaux
--------------------------------
David R. Devereaux
/s/ John E. Williams
--------------------------------
John E. Williams
/s/ Schuyler Hollingsworth, Jr.
--------------------------------
Schuyler Hollingsworth, Jr.
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EXHIBIT A
Guarantors
Beverly Health and Rehabilitation Services, Inc.
16
CERTAIN GUARANTORS
Power of Attorney
of Director
Each of the undersigned directors and/or officers of the guarantors
attached hereto as Exhibit A (the "Guarantors") does hereby constitute and
appoint Douglas J. Babb and John W. MacKenzie, and each of them, with full power
of substitution and full power to act without the other, his true and lawful
attorney-in-fact and agents to act for him in his name, place and stead, in any
and all capacities, to sign a registration statement on Form S-4 and any or all
amendments thereto (including without limitation any post-effective amendments
thereto), and any registration statement for the same offering that is to be
effective under Rule 462(b) of the Securities Act, and to file each of 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
in order to effectuate the same as fully, to all intents and purposes, as they
or he might or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents, or any of them, may lawfully do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this power of attorney
this 14th day of June, 2001.
/s/ William A. Mathies
------------------------------------
William A. Mathies
/s/ Mark A. Linam
------------------------------------
Mark A. Linam
/s/ Schuyler Hollingsworth, Jr.
------------------------------------
Schuyler Hollingsworth, Jr.
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EXHIBIT A
Guarantors
Aegis Therapies, Inc.
18
CERTAIN GUARANTORS
Power of Attorney
of Director
Each of the undersigned directors and/or officers of the guarantors
attached hereto as Exhibit A (the "Guarantors") does hereby constitute and
appoint Douglas J. Babb and John W. MacKenzie, and each of them, with full power
of substitution and full power to act without the other, his true and lawful
attorney-in-fact and agents to act for him in his name, place and stead, in any
and all capacities, to sign a registration statement on Form S-4 and any or all
amendments thereto (including without limitation any post-effective amendments
thereto), and any registration statement for the same offering that is to be
effective under Rule 462(b) of the Securities Act, and to file each of 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
in order to effectuate the same as fully, to all intents and purposes, as they
or he might or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents, or any of them, may lawfully do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this power of attorney
this 14th day of June, 2001.
/s/ William R. Floyd
---------------------------------
William R. Floyd
/s/ Pamela H. Daniels
---------------------------------
Pamela H. Daniels
/s/ Schuyler Hollingsworth, Jr.
---------------------------------
Schuyler Hollingsworth, Jr.
/s/ Robert E. Fancy
---------------------------------
Robert E. Fancy
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EXHIBIT A
Guarantors
Beverly Indemnity, Ltd.