Exhibit 24

                                  BUCA, INC.

                  POWER OF ATTORNEY OF DIRECTOR AND/OR OFFICER


         KNOW ALL MEN BY THESE PRESENTS, that the undersigned director and/or
officer of BUCA, Inc., a Minnesota corporation, does hereby make, constitute and
appoint Joseph P. Micatrotto and Greg A. Gadel, and each or any of them, the
undersigned's true and lawful attorneys-in-fact, with full power of substitution
and resubstitution for the undersigned in the undersigned's name, place and
stead, to sign and affix the undersigned's name as such director and/or officer
of said Company to the Registration Statement or Registration Statements on Form
S-8 relating to the 1996 Stock Incentive Plan of BUCA, Inc. and Affiliated
Companies, the BUCA, Inc. Stock Option Plan for Non-Employee Directors, and the
BUCA, Inc. Employee Stock Purchase Plan, and all amendments (including
post-effective amendments) thereto, to be filed by said Company with the
Securities and Exchange Commission, and to file the same, with all exhibits
thereto and other supporting documents, with said Commission, granting unto said
attorneys-in-fact, and each of them, full power and authority to do and perform
any and all acts necessary or incidental to the performance and execution of the
power herein expressly granted, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact, or either of them, or any of their substitutes, may
lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has hereunto set the undersigned's
hand this 7 day of May, 1999.


/s/ Joseph P. Micatrotto       
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Joseph P. Micatrotto

 
                                   BUCA, INC.

                  POWER OF ATTORNEY OF DIRECTOR AND/OR OFFICER


         KNOW ALL MEN BY THESE PRESENTS, that the undersigned director and/or
officer of BUCA, Inc., a Minnesota corporation, does hereby make, constitute and
appoint Joseph P. Micatrotto and Greg A. Gadel, and each or any of them, the
undersigned's true and lawful attorneys-in-fact, with full power of substitution
and resubstitution for the undersigned in the undersigned's name, place and
stead, to sign and affix the undersigned's name as such director and/or officer
of said Company to the Registration Statement or Registration Statements on Form
S-8 relating to the 1996 Stock Incentive Plan of BUCA, Inc. and Affiliated
Companies, the BUCA, Inc. Stock Option Plan for Non-Employee Directors, and the
BUCA, Inc. Employee Stock Purchase Plan, and all amendments (including
post-effective amendments) thereto, to be filed by said Company with the
Securities and Exchange Commission, and to file the same, with all exhibits
thereto and other supporting documents, with said Commission, granting unto said
attorneys-in-fact, and each of them, full power and authority to do and perform
any and all acts necessary or incidental to the performance and execution of the
power herein expressly granted, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact, or either of them, or any of their substitutes, may
lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has hereunto set the undersigned's
hand this 6th day of May, 1999.


/s/ Greg A. Gadel                    
- ------------------------------
Greg A. Gadel

 
                                   BUCA, INC.

                  POWER OF ATTORNEY OF DIRECTOR AND/OR OFFICER


         KNOW ALL MEN BY THESE PRESENTS, that the undersigned director and/or
officer of BUCA, Inc., a Minnesota corporation, does hereby make, constitute and
appoint Joseph P. Micatrotto and Greg A. Gadel, and each or any of them, the
undersigned's true and lawful attorneys-in-fact, with full power of substitution
and resubstitution for the undersigned in the undersigned's name, place and
stead, to sign and affix the undersigned's name as such director and/or officer
of said Company to the Registration Statement or Registration Statements on Form
S-8 relating to the 1996 Stock Incentive Plan of BUCA, Inc. and Affiliated
Companies, the BUCA, Inc. Stock Option Plan for Non-Employee Directors, and the
BUCA, Inc. Employee Stock Purchase Plan, and all amendments (including
post-effective amendments) thereto, to be filed by said Company with the
Securities and Exchange Commission, and to file the same, with all exhibits
thereto and other supporting documents, with said Commission, granting unto said
attorneys-in-fact, and each of them, full power and authority to do and perform
any and all acts necessary or incidental to the performance and execution of the
power herein expressly granted, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact, or either of them, or any of their substitutes, may
lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has hereunto set the undersigned's
hand this 7th day of May, 1999.


/s/ Philip A. Roberts              
- ------------------------------
Philip A. Roberts

 
                                   BUCA, INC.

                  POWER OF ATTORNEY OF DIRECTOR AND/OR OFFICER


         KNOW ALL MEN BY THESE PRESENTS, that the undersigned director and/or
officer of BUCA, Inc., a Minnesota corporation, does hereby make, constitute and
appoint Joseph P. Micatrotto and Greg A. Gadel, and each or any of them, the
undersigned's true and lawful attorneys-in-fact, with full power of substitution
and resubstitution for the undersigned in the undersigned's name, place and
stead, to sign and affix the undersigned's name as such director and/or officer
of said Company to the Registration Statement or Registration Statements on Form
S-8 relating to the 1996 Stock Incentive Plan of BUCA, Inc. and Affiliated
Companies, the BUCA, Inc. Stock Option Plan for Non-Employee Directors, and the
BUCA, Inc. Employee Stock Purchase Plan, and all amendments (including
post-effective amendments) thereto, to be filed by said Company with the
Securities and Exchange Commission, and to file the same, with all exhibits
thereto and other supporting documents, with said Commission, granting unto said
attorneys-in-fact, and each of them, full power and authority to do and perform
any and all acts necessary or incidental to the performance and execution of the
power herein expressly granted, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact, or either of them, or any of their substitutes, may
lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has hereunto set the undersigned's
hand this 7th day of May, 1999.


/s/ Peter J. Mihajlov            
- ------------------------------
Peter J. Mihajlov

 
                                   BUCA, INC.

                  POWER OF ATTORNEY OF DIRECTOR AND/OR OFFICER


         KNOW ALL MEN BY THESE PRESENTS, that the undersigned director and/or
officer of BUCA, Inc., a Minnesota corporation, does hereby make, constitute and
appoint Joseph P. Micatrotto and Greg A. Gadel, and each or any of them, the
undersigned's true and lawful attorneys-in-fact, with full power of substitution
and resubstitution for the undersigned in the undersigned's name, place and
stead, to sign and affix the undersigned's name as such director and/or officer
of said Company to the Registration Statement or Registration Statements on Form
S-8 relating to the 1996 Stock Incentive Plan of BUCA, Inc. and Affiliated
Companies, the BUCA, Inc. Stock Option Plan for Non-Employee Directors, and the
BUCA, Inc. Employee Stock Purchase Plan, and all amendments (including
post-effective amendments) thereto, to be filed by said Company with the
Securities and Exchange Commission, and to file the same, with all exhibits
thereto and other supporting documents, with said Commission, granting unto said
attorneys-in-fact, and each of them, full power and authority to do and perform
any and all acts necessary or incidental to the performance and execution of the
power herein expressly granted, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact, or either of them, or any of their substitutes, may
lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has hereunto set the undersigned's
hand this 7th day of May, 1999.


/s/ Don W. Hays                
- ------------------------------
Don W. Hays

 
                                   BUCA, INC.

                  POWER OF ATTORNEY OF DIRECTOR AND/OR OFFICER


         KNOW ALL MEN BY THESE PRESENTS, that the undersigned director and/or
officer of BUCA, Inc., a Minnesota corporation, does hereby make, constitute and
appoint Joseph P. Micatrotto and Greg A. Gadel, and each or any of them, the
undersigned's true and lawful attorneys-in-fact, with full power of substitution
and resubstitution for the undersigned in the undersigned's name, place and
stead, to sign and affix the undersigned's name as such director and/or officer
of said Company to the Registration Statement or Registration Statements on Form
S-8 relating to the 1996 Stock Incentive Plan of BUCA, Inc. and Affiliated
Companies, the BUCA, Inc. Stock Option Plan for Non-Employee Directors, and the
BUCA, Inc. Employee Stock Purchase Plan, and all amendments (including
post-effective amendments) thereto, to be filed by said Company with the
Securities and Exchange Commission, and to file the same, with all exhibits
thereto and other supporting documents, with said Commission, granting unto said
attorneys-in-fact, and each of them, full power and authority to do and perform
any and all acts necessary or incidental to the performance and execution of the
power herein expressly granted, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact, or either of them, or any of their substitutes, may
lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has hereunto set the undersigned's
hand this 7th day of May, 1999.


/s/ John P. Whaley                
- ------------------------------
John P. Whaley

 
                                   BUCA, INC.

                  POWER OF ATTORNEY OF DIRECTOR AND/OR OFFICER


         KNOW ALL MEN BY THESE PRESENTS, that the undersigned director and/or
officer of BUCA, Inc., a Minnesota corporation, does hereby make, constitute and
appoint Joseph P. Micatrotto and Greg A. Gadel, and each or any of them, the
undersigned's true and lawful attorneys-in-fact, with full power of substitution
and resubstitution for the undersigned in the undersigned's name, place and
stead, to sign and affix the undersigned's name as such director and/or officer
of said Company to the Registration Statement or Registration Statements on Form
S-8 relating to the 1996 Stock Incentive Plan of BUCA, Inc. and Affiliated
Companies, the BUCA, Inc. Stock Option Plan for Non-Employee Directors, and the
BUCA, Inc. Employee Stock Purchase Plan, and all amendments (including
post-effective amendments) thereto, to be filed by said Company with the
Securities and Exchange Commission, and to file the same, with all exhibits
thereto and other supporting documents, with said Commission, granting unto said
attorneys-in-fact, and each of them, full power and authority to do and perform
any and all acts necessary or incidental to the performance and execution of the
power herein expressly granted, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact, or either of them, or any of their substitutes, may
lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has hereunto set the undersigned's
hand this 10th day of May, 1999.


/s/ David Yarnell                  
- ------------------------------
David Yarnell

 
                                   BUCA, INC.

                  POWER OF ATTORNEY OF DIRECTOR AND/OR OFFICER


         KNOW ALL MEN BY THESE PRESENTS, that the undersigned director and/or
officer of BUCA, Inc., a Minnesota corporation, does hereby make, constitute and
appoint Joseph P. Micatrotto and Greg A. Gadel, and each or any of them, the
undersigned's true and lawful attorneys-in-fact, with full power of substitution
and resubstitution for the undersigned in the undersigned's name, place and
stead, to sign and affix the undersigned's name as such director and/or officer
of said Company to the Registration Statement or Registration Statements on Form
S-8 relating to the 1996 Stock Incentive Plan of BUCA, Inc. and Affiliated
Companies, the BUCA, Inc. Stock Option Plan for Non-Employee Directors, and the
BUCA, Inc. Employee Stock Purchase Plan, and all amendments (including
post-effective amendments) thereto, to be filed by said Company with the
Securities and Exchange Commission, and to file the same, with all exhibits
thereto and other supporting documents, with said Commission, granting unto said
attorneys-in-fact, and each of them, full power and authority to do and perform
any and all acts necessary or incidental to the performance and execution of the
power herein expressly granted, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact, or either of them, or any of their substitutes, may
lawfully do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has hereunto set the undersigned's
hand this 7th day of May, 1999.


/s/ Paul Zepf                             
- ------------------------------
Paul Zepf