Ex-24

 
                               POWER OF ATTORNEY

                                        
     KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned constitutes and
appoints Karl Hartmann, Lloyd Lipsett, Kathleen O'Neill, Eddie Wang and Paul
Rosselli and each of them, with full power to act without the other, as a true
and lawful attorney-in-fact and agent, with full and several power of
substitution, on behalf of The Brinson Funds (the "Trust") and on behalf of each
of the undersigned, to take any appropriate action to execute and file with the
U.S. Securities and Exchange Commission ("Commission") any amendment to the
registration statement of the Trust, execute and file any request for exemptive
relief from state and federal regulations, execute and file any Rule 24f-2
notices to register shares of the Trust with the Commission, execute and file
any registration statement on Form N-14 with the Commission, and perform any and
all such acts as such attorneys-in-fact may deem necessary or advisable in order
to comply with the applicable laws of the United States or any individual state,
and in connection therewith to execute and file all requisite papers and
documents, including but not limited to, applications, reports, notices, surety
bonds, irrevocable consents and appointments of attorneys for service of
process; granting to such attorneys-in-fact and agents, and each of them, full
power and authority to do and perform each and every act requisite and necessary
to be done in connection therewith, as fully as each of the Trust and the
undersigned persons might or could do itself or in person, hereby ratifying and
confirming all that such attorneys-in-fact and agents or any of them, or their
substitute or substitutes, may lawfully do or cause to be done by virtue hereof.

     IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney on
the 24th day of August, 1998.

                                THE BRINSON FUNDS



/s/ Frank K. Reilly             /s/ E. Thomas McFarlan
- ----------------------------    ------------------------------------------------
Frank K. Reilly, Chairman       E. Thomas McFarlan, President, on behalf of the
                                Trust and himself, as President of the Trust


/s/ Walter E. Auch
- ----------------------------
Walter E. Auch, Trustee



/s/ Edward M. Roob              /s/ Carolyn M. Burke
- ----------------------------    ------------------------------------------------
Edward M. Roob, Trustee         Carolyn M. Burke, Principal Accounting Officer
                                Secretary and Treasurer

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                                ACKNOWLEDGMENT
                                --------------

State of Illinois  )
                   )
County of Cook     )


       On this, the 24th day of August, 1998, before me, a notary public, the
undersigned officer, personally appeared the above-named persons, known to me
(or satisfactorily proven) to be the persons whose names are subscribed to the
foregoing instrument, and that each individual executed the same for the
purposes therein contained.

       IN WITNESS WHEREOF, I have hereunto set my hand and official seal.

 
                                             /s/ Rebecca Wardlaw
                                             -----------------------
                                             Notary Public
                                             In and for the County of Cook
                                             State of Illinois
                                             My commission expires 6/22/99

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