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                                                                      EXHIBIT 24

                               POWER OF ATTORNEY

     The undersigned, Textron Financial Corporation ("Textron Financial") a
Delaware corporation, and the undersigned directors and officers of Textron
Financial, do hereby constitute and appoint Elizabeth C. Perkins and William J.
Clegg, and each of them, with full powers of substitution, their true and lawful
attorneys and agents to do or cause to be done any and all acts and things and
to execute and deliver any and all instruments and documents which said
attorneys and agents, or any of them, may deem necessary or advisable in order
to enable Textron Financial to comply with the Securities and Exchange Act of
1934, as amended, and any requirements of the Securities and Exchange Commission
in respect thereof, in connection with the filing of Textron Financial's Annual
Report on Form 10-K for the fiscal year ended December 29, 2001, including
specifically, but without limitation, power and authority to sign the names of
the undersigned directors and officers in the capacities indicated below and to
sign the names of such officers on behalf of Textron Financial to such Annual
Report filed with the Securities and Exchange Commission, to any and all
amendments to such Annual Report, to any instruments or documents or other
writings in which the original or copies thereof are to be filed as a part of or
in connection with such Annual Report or amendments thereto, and to file or
cause to be filed the same with the Securities and Exchange Commission; and each
of the undersigned hereby ratifies and confirms all that such attorneys and
agents, and each of them, shall do or cause to be done hereunder and such
attorneys and agents, and each of them, shall have, and may exercise, all of the
powers hereby conferred.

     IN WITNESS WHEREOF, Textron Financial has caused this Power of Attorney to
be executed and delivered in its name and on its behalf by the undersigned duly
authorized officer and its corporate seal affixed, and each of the undersigned
has signed his or her name thereto, on this 26th day of February, 2002.



                                        TEXTRON FINANCIAL CORPORATION


                                        By: /s/ STEPHEN A. GILIOTTI
                                            ----------------------------------
                                            Stephen A. Giliotti
                                            Chairman & CEO

ATTEST:

/s/ ELIZABETH C. PERKINS
------------------------------
Elizabeth C. Perkins
Executive Vice President,
General Counsel and Secretary

                                        /s/ LEWIS B. CAMPBELL
                                        --------------------------------------
                                        Lewis B. Campbell
                                        Director


                                        /s/ TED R. FRENCH
                                        --------------------------------------
                                        Ted R. French
                                        Director


                                        /s/ MARY F. LOVEJOY
                                        --------------------------------------
                                        Mary F. Lovejoy
                                        Director


                                        /s/ TERRENCE O'DONNELL
                                        --------------------------------------
                                        Terrence O'Donnell
                                        Director