POWER OF ATTORNEY


           The undersigned, Carole Lewis Anderson, a Director of
VICORP Restaurants, Inc. (the "Company"), a Colorado corporation,
does hereby constitute and appoint Charles R. Frederickson with full power
of substitution, as the undersigned's attorney-in-fact with
authority to execute on behalf of the undersigned, in the
undersigned's capacity as a Director of the Company, the
Company's Annual Report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934, on Form 10-K, and all amendments
thereto, which Report is to be filed with the Securities and
Exchange Commission on or before February 1, 1999.

           The  undersigned hereby ratifies and confirms all that
said attorney may do by virtue hereof.

           IN WITNESS WHEREOF, the undersigned has hereto set her
hand and seal this fourth day of December, 1998.



                              /s/ Carole Lewis Anderson
                              ____________________________________
                              Carole Lewis Anderson
                              Director


STATE OF COLORADO            )
                             ) ss.
CITY AND COUNTY OF DENVER    )

           This fourth day of December, 1998, before me came Carole
Lewis Anderson, known to me to be the individual described
herein, and executed the foregoing Power of Attorney, and
acknowledged that she executed the same.

          My commission expires 8/25/2002.

          WITNESS my hand and official seal.


                              /s/ Toni A. Schreivogel
                              ____________________________________
                              Notary Public
                              400 West 48th Avenue
                              Denver, Colorado  80216

{SEAL}


                       POWER OF ATTORNEY


           The undersigned, Bruce B. Brundage, a Director of
VICORP Restaurants, Inc. (the "Company"), a Colorado corporation,
does hereby constitute and appoint Charles R. Frederickson 
with full power of substitution, as the undersigned's attorney-in-fact
with authority to execute on behalf of the undersigned, in the
undersigned's capacity as a Director of the Company, the
Company's Annual Report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934, on Form 10-K, and all amendments
thereto, which Report is to be filed with the Securities and
Exchange Commission on or before February 1, 1999.

           The undersigned hereby ratifies and confirms all that
said attorney may do by virtue hereof.

           IN WITNESS WHEREOF, the undersigned has hereto set his
hand and seal this fourth day of December, 1998.



                              /s/ Bruce B. Brundage
                              ____________________________________
                              Bruce B. Brundage
                              Director


STATE OF COLORADO            )
                             ) ss.
CITY AND COUNTY OF DENVER    )

           This fourth day of December, 1998, before me came Bruce
B. Brundage, known to me to be the individual described herein,
and executed the foregoing Power of Attorney, and acknowledged
that he executed the same.

          My commission expires 8/25/2002.

          WITNESS my hand and official seal.


                              /s/ Toni A. Schreivogel
                              ____________________________________
                              Notary Public
                              400 West 48th Avenue
                              Denver, Colorado  80216
{SEAL}

                       POWER OF ATTORNEY


          The undersigned, Charles R. Frederickson, a Director of
VICORP Restaurants, Inc. (the "Company"), a Colorado corporation,
does hereby constitute and appoint Richard E. Sabourin with full
power of substitution, as the undersigned's attorney-in-fact with
authority to execute on behalf of the undersigned, in the
undersigned's capacity as a Director of the Company, the
Company's Annual Report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934, on Form 10-K, and all amendments
thereto, which Report is to be filed with the Securities and
Exchange Commission on or before February 1, 1999.

           The  undersigned hereby ratifies and confirms all that
said attorney may do by virtue hereof.

           IN WITNESS WHEREOF, the undersigned has hereto set his
hand and seal this fourth day of December, 1998.



                              /s/ Charles R. Frederickson
                              ____________________________________
                              Charles R. Frederickson
                              Director


STATE OF COLORADO            )
                             ) ss.
CITY AND COUNTY OF DENVER    )

          This fourth day of December, 1998, before me came Charles
R. Frederickson, known to me to be the individual described
herein, and executed the foregoing Power of Attorney, and
acknowledged that he executed the same.

          My commission expires 8/25/2002.

          WITNESS my hand and official seal.


                              /s/ Toni A. Schreivogel 
                              ____________________________________
                              Notary Public
                              400 West 48th Avenue
                              Denver, Colorado  80216
{SEAL}

                       POWER OF ATTORNEY


           The undersigned, John C. Hoyt, a Director of VICORP
Restaurants, Inc. (the "Company"), a Colorado corporation, does
hereby constitute and appoint Charles R. Frederickson 
with full power of substitution, as the undersigned's attorney-in-fact
with authority to execute on behalf of the undersigned, in the
undersigned's capacity as a Director of the Company, the
Company's Annual Report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934, on Form 10-K, and all amendments
thereto, which Report is to be filed with the Securities and
Exchange Commission on or before February 1, 1999.

           The undersigned hereby ratifies and confirms all that
said attorney may do by virtue hereof.

           IN WITNESS WHEREOF, the undersigned has hereto set his
hand and seal this fourth day of December, 1998.


                              /s/ John C. Hoyt 
                              ____________________________________
                              John C. Hoyt
                              Director


STATE OF COLORADO            )
                             ) ss.
CITY AND COUNTY OF DENVER    )

          This fourth day of December, 1998, before me came John C.
Hoyt, known to me to be the individual described herein, and
executed the foregoing Power of Attorney, and acknowledged that
he executed the same.

          My commission expires 8/25/2002.

          WITNESS my hand and official seal.


                              /s/ Toni A. Schreivogel
                              ____________________________________
                              Notary Public
                              400 West 48th Avenue
                              Denver, Colorado  80216

{SEAL}



                       POWER OF ATTORNEY


           The undersigned, Robert T. Marto, a Director of VICORP
Restaurants, Inc. (the "Company"), a Colorado corporation, does
hereby constitute and appoint Charles R. Frederickson
with full power of substitution, as the undersigned's attorney-in-fact with
authority to execute on behalf of the undersigned, in the
undersigned's capacity as a Director of the Company, the
Company's Annual Report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934, on Form 10-K, and all amendments
thereto, which Report is to be filed with the Securities and
Exchange Commission on or before February 1, 1999.

           The undersigned hereby ratifies and confirms all that
said attorney may do by virtue hereof.

           IN WITNESS WHEREOF, the undersigned has hereto set his
hand and seal this fourth day of December, 1998.



                              /s/ Robert T. Marto
                              ____________________________________
                              Robert T. Marto
                              Director


STATE OF COLORADO            )
                             ) ss.
CITY AND COUNTY OF DENVER    )

           This fourth day of December, 1998, before me came Robert
T. Marto, known to me to be the individual described herein, and
executed the foregoing Power of Attorney, and acknowledged that
he executed the same.

          My commission expires 8/25/2002.

          WITNESS my hand and official seal.


                              /s/ Toni A. Schreivogel
                              ____________________________________
                              Notary Public
                              400 West 48th Avenue
                              Denver, Colorado  80216

{SEAL}

                       POWER OF ATTORNEY


           The undersigned, Dudley C. Mecum, a Director of VICORP
Restaurants, Inc. (the "Company"), a Colorado corporation, does
hereby constitute and appoint Charles R. Frederickson 
with full power of substitution, as the undersigned's attorney-in-fact  with
authority to execute on behalf of the undersigned, in the
undersigned's capacity as a Director of the Company, the
Company's Annual Report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934, on Form 10-K, and all amendments
thereto, which Report is to be filed with the Securities and
Exchange Commission on or before February 1, 1999.

           The undersigned hereby ratifies and confirms all that
said attorney may do by virtue hereof.

           IN WITNESS WHEREOF, the undersigned has hereto set his
hand and seal this fourth day of December, 1998.



                              /s/ Dudley C. Mecum
                              ____________________________________
                              Dudley C. Mecum
                              Director


STATE OF COLORADO            )
                             ) ss.
CITY AND COUNTY OF DENVER    )

           This fourth day of December, 1998, before me came Dudley
C. Mecum, known to me to be the individual described herein, and
executed the foregoing Power of Attorney, and acknowledged that
he executed the same.

          My commission expires 8/25/2002.

          WITNESS my hand and official seal.


                              /s/ Toni A. Scgreivogel  
                              ____________________________________
                              Notary Public
                              400 West 48th Avenue
                              Denver, Colorado  80216
{SEAL}


                       POWER OF ATTORNEY


           The undersigned, Dennis B. Robertson, a Director of
VICORP Restaurants, Inc. (the "Company"), a Colorado corporation,
does hereby constitute and appoint Charles R. Frederickson 
with full power of substitution, as the undersigned's attorney-in-fact with
authority to execute on behalf of the undersigned, in the
undersigned's capacity as a Director of the Company, the
Company's Annual Report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934, on Form 10-K, and all amendments
thereto, which Report is to be filed with the Securities and
Exchange Commission on or before February 1, 1999.

           The undersigned hereby ratifies and confirms all that
said attorney may do by virtue hereof.

           IN WITNESS WHEREOF, the undersigned has hereto set his
hand and seal this fourth day of December, 1998.



                              /s/ Dennis B. Robertson 
                              ____________________________________
                              Dennis B. Robertson
                              Director


STATE OF COLORADO            )
                             ) ss.
CITY AND COUNTY OF DENVER    )

           This fourth day of December, 1998, before me came Dennis
B. Robertson, known to me to be the individual described herein,
and executed the foregoing Power of Attorney, and acknowledged
that he executed the same.

          My commission expires 8/25/2002.

          WITNESS my hand and official seal.


                              /s/ Toni A. Schreivogel 
                              ____________________________________
                              Notary Public
                              400 West 48th Avenue
                              Denver, Colorado  80216

{SEAL}

                       POWER OF ATTORNEY


           The undersigned, Hunter Yager, a Director of VICORP
Restaurants, Inc. (the "Company"), a Colorado corporation, does
hereby constitute and appoint Charles R. Frederickson 
with full power of substitution, as the undersigned's attorney-in-fact with
authority to execute on behalf of the undersigned, in the
undersigned's capacity as a Director of the Company, the
Company's Annual Report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934, on Form 10-K, and all amendments
thereto, which Report is to be filed with the Securities and
Exchange Commission on or before February 1, 1999.

           The undersigned hereby ratifies and confirms all that
said attorney may do by virtue hereof.

           IN WITNESS WHEREOF, the undersigned has hereto set his
hand and seal this fourth day of December, 1998.



                              /s/ Hunter Yager
                              ____________________________________
                              Hunter Yager
                              Director


STATE OF COLORADO            )
                             ) ss.
CITY AND COUNTY OF DENVER    )

           This fourth day of December, 1998, before me came Hunter
Yager, known to me to be the individual described herein, and
executed the foregoing Power of Attorney, and acknowledged that
he executed the same.

          My commission expires 8/25/2002.

          WITNESS my hand and official seal.


                              /s/ Toni A. Schreivogel  
                              ____________________________________
                              Notary Public
                              400 West 48th Avenue
                              Denver, Colorado  80216
{SEAL}

                       POWER OF ATTORNEY


           The undersigned, Arthur Zankel, a Director of VICORP
Restaurants, Inc. (the "Company"), a Colorado corporation, does
hereby constitute and appoint Charles R. Frederickson
with full power of substitution, as the undersigned's attorney-in-fact with
authority to execute on behalf of the undersigned, in the
undersigned's capacity as a Director of the Company, the
Company's Annual Report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934, on Form 10-K, and all amendments
thereto, which Report is to be filed with the Securities and
Exchange Commission on or before February 1, 1999.

           The undersigned hereby ratifies and confirms all that
said attorney may do by virtue hereof.

           IN WITNESS WHEREOF, the undersigned has hereto set his
hand and seal this fourth day of December, 1998.



                              /s/ Arthur Zankel
                              ____________________________________
                              Arthur Zankel
                              Director


STATE OF COLORADO            )
                             ) ss.
CITY AND COUNTY OF DENVER    )

           This fourth day of December, 1998, before me came Arthur
Zankel, known to me to be the individual described herein, and
executed the foregoing Power of Attorney, and acknowledged that
he executed the same.

          My commission expires 8/25/2002.

          WITNESS my hand and official seal.


                              /s/ Toni A. Schreivogel
                              __________________________
                              Notary Public
                              400 West 48th Avenue
                              Denver, Colorado  80216
{SEAL}