EXHIBIT 24.1


                        POWER OF ATTORNEY


     KNOW ALL MEN BY THESE PRESENTS, that the undersigned, a
director and/or officer of CALFINCO Inc., the Managing Member of
CALAIR L.L.C. ("CALAIR"), does hereby constitute and appoint
Lawrence W. Kellner, Jeffery A. Smisek and Scott R. Peterson, or
any of them, the undersigned's true and lawful attorney or
attorneys to execute in the name, place and stead of the
undersigned CALAIR's Annual Report on Form 10-K for the year ended
December 31, 1998 (and any amendments thereto), to be filed by
CALAIR under the Securities Exchange Act of 1934, as amended, as
fully and effectively in all respects as the undersigned could do
if personally present.

     IN WITNESS WHEREOF, the undersigned has signed this Power of
Attorney on and as of the date set forth below.



Date:  March 16, 1999            /s/ Gordon M. Bethune        
                              Printed name:  Gordon M. Bethune
<PAGE>

                        POWER OF ATTORNEY


     KNOW ALL MEN BY THESE PRESENTS, that the undersigned, a
director and/or officer of CALFINCO Inc., the Managing Member of
CALAIR L.L.C. ("CALAIR"), does hereby constitute and appoint
Lawrence W. Kellner, Jeffery A. Smisek and Scott R. Peterson, or
any of them, the undersigned's true and lawful attorney or
attorneys to execute in the name, place and stead of the
undersigned CALAIR's Annual Report on Form 10-K for the year ended
December 31, 1998 (and any amendments thereto), to be filed by
CALAIR under the Securities Exchange Act of 1934, as amended, as
fully and effectively in all respects as the undersigned could do
if personally present.

     IN WITNESS WHEREOF, the undersigned has signed this Power of
Attorney on and as of the date set forth below.



Date:  March 16, 1999            /s/ Greg Brenneman           
                              Printed name:  Greg Brenneman
<PAGE>

                        POWER OF ATTORNEY


     KNOW ALL MEN BY THESE PRESENTS, that the undersigned, a
director and/or officer of CALFINCO Inc., the Managing Member of
CALAIR L.L.C. ("CALAIR"), does hereby constitute and appoint
Lawrence W. Kellner, Jeffery A. Smisek and Scott R. Peterson, or
any of them, the undersigned's true and lawful attorney or
attorneys to execute in the name, place and stead of the
undersigned CALAIR's Annual Report on Form 10-K for the year ended
December 31, 1998 (and any amendments thereto), to be filed by
CALAIR under the Securities Exchange Act of 1934, as amended, as
fully and effectively in all respects as the undersigned could do
if personally present.

     IN WITNESS WHEREOF, the undersigned has signed this Power of
Attorney on and as of the date set forth below.



Date:  March 16, 1999            /s/ Jeffery A. Smisek        
                              Printed name:  Jeffery A. Smisek
<PAGE>

                        POWER OF ATTORNEY


     KNOW ALL MEN BY THESE PRESENTS, that the undersigned, a
director and/or officer of CALFINCO Inc., the Managing Member of
CALAIR L.L.C. ("CALAIR"), does hereby constitute and appoint
Lawrence W. Kellner, Jeffery A. Smisek and Scott R. Peterson, or
any of them, the undersigned's true and lawful attorney or
attorneys to execute in the name, place and stead of the
undersigned CALAIR's Annual Report on Form 10-K for the year ended
December 31, 1998 (and any amendments thereto), to be filed by
CALAIR under the Securities Exchange Act of 1934, as amended, as
fully and effectively in all respects as the undersigned could do
if personally present.

     IN WITNESS WHEREOF, the undersigned has signed this Power of
Attorney on and as of the date set forth below.



Date:  March 16, 1999            /s/ Lawrence W. Kellner        
                              Printed name:  Lawrence W. Kellner