Exhibit 24.2

                                POWER OF ATTORNEY

         KNOW ALL MEN BY THESE PRESENTS, that the undersigned director of North
American Energy Partners Inc., a Canadian federal corporation (the
"Corporation"), and of North American Construction Group Inc., a Canadian
federal corporation (the "Guarantor"), hereby constitutes and appoints John D.
Hawkins and R. Kent Wallace, and each of them (with full power to each of them
to act alone), the undersigned's true and lawful attorney-in-fact and agent, for
the undersigned and on the undersigned's behalf and in the undersigned's name,
place and stead, in any and all capacities, to sign, execute and file with the
Securities and Exchange Commission a registration statement on Form F-4 or S-4
(or other appropriate form), for the purpose of registering up to US$200,000,000
of 8 3/4% Exchange Senior Notes due 2011 of the Corporation, and the guarantee
thereof given by the Guarantor, to be offered in exchange for the Corporation's
outstanding 8 3/4% Senior Notes due 2011, and the guarantee thereof given by the
Guarantor, together with all amendments thereto, with all exhibits and any and
all documents required to be filed with respect thereto with any regulatory
authority, granting unto said attorneys, and each of them, full power and
authority to do and perform each and every act and thing requisite and necessary
to be done in and about the premises in order to effectuate the same as fully to
all intents and purposes as the undersigned might or could do if personally
present, hereby ratifying and confirming all that said attorneys-in-fact and
agents, or either of them, may lawfully do or cause to be done by virtue
thereof.

         IN WITNESS WHEREOF, the undersigned has hereto signed this power of
attorney this 6th day of February, 2004.

                                /s/ E. J. Antonio III
                                ------------------------------------------------
                                E. J. Antonio III