Exhibit 24


                                POWER OF ATTORNEY


         The  undersigned,  a member of the Board of Directors and/or as Officer
of CE  GENERATION,  LLC, a corporation  registered in the State of Delaware (the
"Company"),  hereby  constitutes  and appoints Steven A. McArthur and Douglas L.
Anderson  and each of them,  as  his/her  true and lawful  attorney-in-fact  and
agent,  with full power of substitution and  resubstitution,  for and in his/her
stead, in any and all  capacities,  to sign on his/her behalf the Company's Form
10-K Annual  Report for the fiscal year ending  December 31, 2000 and to execute
any amendments thereto and to file the same, with all exhibits thereto,  and all
other documents in connection  therewith,  with the United States Securities and
Exchange  Commission and  applicable  stock  exchanges,  with the full power and
authority to do and perform each and every act and thing  necessary or advisable
to all intents and purposes as he might or could do in person,  hereby ratifying
and confirming all that said attorney-in-fact and agent or his/her substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.

Dated as of March 28, 2001

/s/ Patrick J. Goodman                               /s/ Joseph M. Lillo
Patrick J. Goodman                                   Joseph M. Lillo


/s/ Larry Kellerman                                  /s/ Stefan Bird
Larry Kellerman                                      Stefan Bird

/s/ John L. Harrison                                 /s/ John O'Rourke
John L. Harrison                                     John O'Rourke