Exhibit 24.1



                                Power of Attorney

KNOWN ALL MEN BY THESE PRESENTS,  that each person whose signature appears below
constitutes and appoints Valerie L. Cover his attorney-in-fact,  with full power
of  substitution,  for him in any and all  capacities,  to sign the 1999  annual
report on Form 10-K of United  Australia/Pacific,  Inc., a Colorado  corporation
(the  "Company"),  to be filed with the Securities and Exchange  Commission (the
"Commission"),  and all  amendments  thereto,  and to file  the  same,  with all
exhibits  thereto,  and  other  documents  in  connection  therewith,  with  the
Commission;  granting  unto said  attorney-in-fact  full power and  authority to
perform  any other act on behalf of the  undersigned  required to be done in the
premises,  whereby ratifying and confirming all that said  attorney-in-fact  may
lawfully do or cause to be done on behalf of the Company by virtue hereof.


By:  /S/ Gene W. Schneider
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Gene W. Schneider                                    March 27, 2000
Chairman of the Board



By:  /S/ Michael T. Fries
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Michael T. Fries                                     March 27, 2000
Director, President and
  Chief Executive Officer