EXHIBIT 24.1--POWER OF ATTORNEY

         KNOW  ALL MEN BY THESE  PRESENTS,  that  each  person  whose  signature
appears  below  constitutes  and  appoints  Steven G. Mihaylo and Kurt R. Kneip,
jointly  and  severally,   his   attorneys-in-fact,   each  with  the  power  of
substitution,  for him in any and all capacities, to sign any amendments to this
Report on Form  10-K,  and to file the same,  with  exhibits  thereto  and other
documents in connection therewith,  with the Securities and Exchange Commission,
hereby ratifying and confirming all that each of said attorneys-in-fact,  or his
substitute or substitutes, may do or cause to be done by virtue hereof.

         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
this  Report has been  signed  below by the  following  persons on behalf of the
Registrant in the capacities and on the dates indicated.

         SIGNATURE                       TITLE                       DATE
         ---------                       -----                       ----

/s/ Steven G. Mihaylo           Chairman and Chief             March 12, 1999
- ---------------------------     Executive Officer
Steven G. Mihaylo

/s/ Kurt R. Kneip               Vice President and             March 12, 1999
- ---------------------------     Chief Financial Officer
Kurt R. Kneip

/s/ J. Robert Anderson          Director                       March 12, 1999
- ---------------------------
J. Robert Anderson

/s/ Gary D. Edens               Director                       March 12, 1999
- ---------------------------
Gary D. Edens

/s/ Maurice H. Esperseth        Director                       March 12, 1999
- ---------------------------
Maurice H. Esperseth

/s/ C. Roland Haden             Director                       March 12, 1999
- ---------------------------
C. Roland Haden

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