Exhibit 24.1

                                                Transition  Report on Form
                                                10-K for the period
                                                ended December 31, 1998



                            MARKETSPAN CORPORATION

                               POWER OF ATTORNEY



            WHEREAS,   MarketSpan  Corporation,  a  New  York  corporation  (the
"Company"),  intends to file with the Securities and Exchange  Commission  under
the  Securities  Exchange Act of 1934, as amended,  a Transition  Report on Form
10-K as  prescribed  by said  Commission  pursuant to said Act and the rules and
regulations promulgated thereunder.

            NOW,  THEREFORE,  in my capacity either as a director or officer, or
both as the case may be, of the Company,  I do hereby  appoint CRAIG G. MATTHEWS
and ROBERT R.  WIECZOREK,  and each of them severally,  as my  attorneys-in-fact
with power to execute in my name and place,  and in my  capacity  as a director,
officer,  or both, as the case may be, of MarketSpan  Corporation,  said Report,
any  amendment  to said Report and any other  documents  required in  connection
therewith, and to file the same with the Securities and Exchange Commission.

            IN WITNESS WHEREOF, I have executed this power of attorney this 25th
day of February, 1999.




                                    /s/ Robert B. Catell
                                    --------------------
                                    Robert B. Catell
                                    Chief Executive Officer and
                                    Chairman of the
                                    Board of Directors







<PAGE>



                                                Exhibit 24.1

                                                Transition  Report on Form
                                                10-K for the fiscal period
                                                ended December 31, 1998



                              MARKETSPAN CORPORATION

                               POWER OF ATTORNEY



            WHEREAS,   MarketSpan  Corporation,  a  New  York  corporation  (the
"Company"),  intends to file with the Securities and Exchange  Commission  under
the  Securities  Exchange Act of 1934, as amended,  a Transition  Report on Form
10-K as  prescribed  by said  Commission  pursuant to said Act and the rules and
regulations promulgated thereunder.

            NOW,  THEREFORE,  in my capacity either as a director or officer, or
both as the case may be, of the Company,  I do hereby  appoint CRAIG G. MATTHEWS
and ROBERT R.  WIECZOREK,  and each of them severally,  as my  attorneys-in-fact
with power to execute in my name and place,  and in my  capacity  as a director,
officer,  or both, as the case may be, of MarketSpan  Corporation,  said Report,
any  amendment  to said Report and any other  documents  required in  connection
therewith, and to file the same with the Securities and Exchange Commission.

            IN WITNESS WHEREOF, I have executed this power of attorney this 25th
day of February 1999.




                             /s/ Lilyan H. Affinito 
                             ----------------------
                          Lilyan H. Affinito, Director



[power10K.REP]



<PAGE>



                                                Exhibit 24.1

                                                Transition  Report on Form
                                                10-K for the period
                                                ended December 31, 1998



                        MARKETSPAN CORPORATION

                               POWER OF ATTORNEY



            WHEREAS,   MarketSpan  Corporation,  a  New  York  corporation  (the
"Company"),  intends to file with the Securities and Exchange  Commission  under
the  Securities  Exchange Act of 1934, as amended,  a Transition  Report on Form
10-K as  prescribed  by said  Commission  pursuant to said Act and the rules and
regulations promulgated thereunder.

            NOW,  THEREFORE,  in my capacity either as a director or officer, or
both as the case may be, of the Company,  I do hereby  appoint CRAIG G. MATTHEWS
and ROBERT R.  WIECZOREK,  and each of them severally,  as my  attorneys-in-fact
with power to execute in my name and place,  and in my  capacity  as a director,
officer,  or both, as the case may be, of MarketSpan  Corporation,  said Report,
any  amendment  to said Report and any other  documents  required in  connection
therewith, and to file the same with the Securities and Exchange Commission.

            IN WITNESS WHEREOF, I have executed this power of attorney this 25th
day of February, 1999.



                             /s/ George Bugliarello 
                             -----------------------
                          George Bugliarello, Director



[power10K.REP]



<PAGE>



                                                Exhibit 24.1

                                                Transition  Report on Form
                                                10-K for the fiscal period
                                                ended December 31, 1998



                        MARKETSPAN CORPORATION

                               POWER OF ATTORNEY



            WHEREAS,   MarketSpan  Corporation,  a  New  York  corporation  (the
"Company"),  intends to file with the Securities and Exchange  Commission  under
the  Securities  Exchange Act of 1934, as amended,  a Transition  Report on Form
10-K as  prescribed  by said  Commission  pursuant to said Act and the rules and
regulations promulgated thereunder.

            NOW,  THEREFORE,  in my capacity either as a director or officer, or
both as the case may be, of the Company,  I do hereby  appoint CRAIG G. MATTHEWS
and ROBERT R.  WIECZOREK,  and each of them severally,  as my  attorneys-in-fact
with power to execute in my name and place,  and in my  capacity  as a director,
officer,  or both, as the case may be, of MarketSpan  Corporation,  said Report,
any  amendment  to said Report and any other  documents  required in  connection
therewith, and to file the same with the Securities and Exchange Commission.

            IN WITNESS WHEREOF, I have executed this power of attorney this 25th
day of February 1999.




                               /s/ Howard R. Curd 
                               -------------------
                            Howard R. Curd, Director



[power10K.REP]



<PAGE>



                                                Exhibit 24.1

                                                Transition  Report on Form
                                                10-K for the fiscal period
                                                ended December 31, 1998



                        MARKETSPAN CORPORATION

                               POWER OF ATTORNEY



            WHEREAS,   MarketSpan  Corporation,  a  New  York  corporation  (the
"Company"),  intends to file with the Securities and Exchange  Commission  under
the  Securities  Exchange Act of 1934, as amended,  a Transition  Report on Form
10-K as  prescribed  by said  Commission  pursuant to said Act and the rules and
regulations promulgated thereunder.

            NOW,  THEREFORE,  in my capacity either as a director or officer, or
both as the case may be, of the Company,  I do hereby  appoint CRAIG G. MATTHEWS
and ROBERT R.  WIECZOREK,  and each of them severally,  as my  attorneys-in-fact
with power to execute in my name and place,  and in my  capacity  as a director,
officer,  or both, as the case may be, of MarketSpan  Corporation,  said Report,
any  amendment  to said Report and any other  documents  required in  connection
therewith, and to file the same with the Securities and Exchange Commission.

            IN WITNESS WHEREOF, I have executed this power of attorney this 25th
day of February, 1999.




                             /s/ Richard N. Daniel 
                             ----------------------
                             ----------------------
                           Richard N. Daniel, Director





[power10K.REP]



<PAGE>



                                                Exhibit 24.1

                                                Transition  Report on Form
                                                10-K for the fiscal period
                                                ended December 31, 1998



                        MARKETSPAN CORPORATION

                               POWER OF ATTORNEY



            WHEREAS,   MarketSpan  Corporation,  a  New  York  corporation  (the
"Company"),  intends to file with the Securities and Exchange  Commission  under
the  Securities  Exchange Act of 1934, as amended,  a Transition  Report on Form
10-K as  prescribed  by said  Commission  pursuant to said Act and the rules and
regulations promulgated thereunder.

            NOW,  THEREFORE,  in my capacity either as a director or officer, or
both as the case may be, of the Company,  I do hereby  appoint CRAIG G. MATTHEWS
and ROBERT R.  WIECZOREK,  and each of them severally,  as my  attorneys-in-fact
with power to execute in my name and place,  and in my  capacity  as a director,
officer,  or both, as the case may be, of MarketSpan  Corporation,  said Report,
any  amendment  to said Report and any other  documents  required in  connection
therewith, and to file the same with the Securities and Exchange Commission.

            IN WITNESS WHEREOF, I have executed this power of attorney this 25th
day of February, 1999.




                                    /s/ Donald H. Elliott 
                                    ----------------------
                                   Donald H. Elliott, Director



[power10K.REP]



<PAGE>



                                                Exhibit 24.1

                                                Transition  Report on Form
                                                10-K for the fiscal period
                                                ended December 31, 1998



                        MARKETSPAN CORPORATION

                               POWER OF ATTORNEY



            WHEREAS,   MarketSpan  Corporation,  a  New  York  corporation  (the
"Company"),  intends to file with the Securities and Exchange  Commission  under
the  Securities  Exchange Act of 1934, as amended,  a Transition  Report on Form
10-K as  prescribed  by said  Commission  pursuant to said Act and the rules and
regulations promulgated thereunder.

            NOW,  THEREFORE,  in my capacity either as a director or officer, or
both as the case may be, of the Company,  I do hereby  appoint CRAIG G. MATTHEWS
and ROBERT R.  WIECZOREK,  and each of them severally,  as my  attorneys-in-fact
with power to execute in my name and place,  and in my  capacity  as a director,
officer,  or both, as the case may be, of MarketSpan  Corporation,  said Report,
any  amendment  to said Report and any other  documents  required in  connection
therewith, and to file the same with the Securities and Exchange Commission.

            IN WITNESS WHEREOF, I have executed this power of attorney this 25th
day of February, 1999.




                              /s/ Alan H. Fishman 
                              --------------------
                            Alan H. Fishman, Director


[power10K.REP]



<PAGE>



                                                Exhibit 24.1

                                                Transition  Report on Form
                                                10-K for the fiscal period
                                                ended December 31, 1998



                        MARKETSPAN CORPORATION

                               POWER OF ATTORNEY



            WHEREAS,   MarketSpan  Corporation,  a  New  York  corporation  (the
"Company"),  intends to file with the Securities and Exchange  Commission  under
the  Securities  Exchange Act of 1934, as amended,  a Transition  Report on Form
10-K as  prescribed  by said  Commission  pursuant to said Act and the rules and
regulations promulgated thereunder.

            NOW,  THEREFORE,  in my capacity either as a director or officer, or
both as the case may be, of the Company,  I do hereby  appoint CRAIG G. MATTHEWS
and ROBERT R.  WIECZOREK,  and each of them severally,  as my  attorneys-in-fact
with power to execute in my name and place,  and in my  capacity  as a director,
officer,  or both, as the case may be, of MarketSpan  Corporation,  said Report,
any  amendment  to said Report and any other  documents  required in  connection
therewith, and to file the same with the Securities and Exchange Commission.

            IN WITNESS WHEREOF, I have executed this power of attorney this 25th
day of February, 1999.




                               /s/ James R. Jones 
                               -------------------
                            James R. Jones, Director


[power10K.REP]



<PAGE>



                                                Exhibit 24.1

                                                Transition  Report on Form
                                                10-K for the fiscal period
                                                ended December 31, 1998



                        MARKETSPAN CORPORATION

                               POWER OF ATTORNEY



            WHEREAS,   MarketSpan  Corporation,  a  New  York  corporation  (the
"Company"),  intends to file with the Securities and Exchange  Commission  under
the  Securities  Exchange Act of 1934, as amended,  a Transition  Report on Form
10-K as  prescribed  by said  Commission  pursuant to said Act and the rules and
regulations promulgated thereunder.

            NOW,  THEREFORE,  in my capacity either as a director or officer, or
both as the case may be, of the Company,  I do hereby  appoint CRAIG G. MATTHEWS
and ROBERT R.  WIECZOREK,  and each of them severally,  as my  attorneys-in-fact
with power to execute in my name and place,  and in my  capacity  as a director,
officer,  or both, as the case may be, of MarketSpan  Corporation,  said Report,
any  amendment  to said Report and any other  documents  required in  connection
therewith, and to file the same with the Securities and Exchange Commission.

            IN WITNESS WHEREOF, I have executed this power of attorney this 25th
day of February, 1999.




                             /s/ Stephen W. McKessy 
                             -----------------------
                          Stephen W. McKessy, Director



[power10K.REP]



<PAGE>



                                                Exhibit 24.1

                                                Transition  Report on Form
                                                10-K for the fiscal period
                                                ended December 31, 1998



                        MARKETSPAN CORPORATION

                               POWER OF ATTORNEY



            WHEREAS,   MarketSpan  Corporation,  a  New  York  corporation  (the
"Company"),  intends to file with the Securities and Exchange  Commission  under
the  Securities  Exchange Act of 1934, as amended,  a Transition  Report on Form
10-K as  prescribed  by said  Commission  pursuant to said Act and the rules and
regulations promulgated thereunder.

            NOW,  THEREFORE,  in my capacity either as a director or officer, or
both as the case may be, of the Company,  I do hereby  appoint CRAIG G. MATTHEWS
and ROBERT R.  WIECZOREK,  and each of them severally,  as my  attorneys-in-fact
with power to execute in my name and place,  and in my  capacity  as a director,
officer,  or both, as the case may be, of MarketSpan  Corporation,  said Report,
any  amendment  to said Report and any other  documents  required in  connection
therewith, and to file the same with the Securities and Exchange Commission.

            IN WITNESS WHEREOF, I have executed this power of attorney this 25th
day of February 1999.




                              /s/ Edward D. Miller 
                              ---------------------
                           Edward D. Miller, Director



[power10K.REP]



<PAGE>



                                                Exhibit 24.1

                                                Transition  Report on Form
                                                10-K for the fiscal period
                                                ended December 31, 1998



                        MARKETSPAN CORPORATION

                               POWER OF ATTORNEY



            WHEREAS,   MarketSpan  Corporation,  a  New  York  corporation  (the
"Company"),  intends to file with the Securities and Exchange  Commission  under
the  Securities  Exchange Act of 1934, as amended,  a Transition  Report on Form
10-K as  prescribed  by said  Commission  pursuant to said Act and the rules and
regulations promulgated thereunder.

            NOW,  THEREFORE,  in my capacity either as a director or officer, or
both as the case may be, of the Company,  I do hereby  appoint CRAIG G. MATTHEWS
and ROBERT R.  WIECZOREK,  and each of them severally,  as my  attorneys-in-fact
with power to execute in my name and place,  and in my  capacity  as a director,
officer,  or both, as the case may be, of MarketSpan  Corporation,  said Report,
any  amendment  to said Report and any other  documents  required in  connection
therewith, and to file the same with the Securities and Exchange Commission.

            IN WITNESS WHEREOF, I have executed this power of attorney this 25th
day of February, 1999.




                             /s/ Basil A. Paterson              
                            ---------------------              
                           Basil A. Paterson, Director



[power10K.REP]


<PAGE>



                                                Exhibit 24.1

                                                Transition  Report on Form
                                                10-K for the fiscal period
                                                ended December 31, 1998



                        MARKETSPAN CORPORATION

                               POWER OF ATTORNEY



            WHEREAS,   MarketSpan  Corporation,  a  New  York  corporation  (the
"Company"),  intends to file with the Securities and Exchange  Commission  under
the  Securities  Exchange Act of 1934, as amended,  a Transition  Report on Form
10-K as  prescribed  by said  Commission  pursuant to said Act and the rules and
regulations promulgated thereunder.

            NOW,  THEREFORE,  in my capacity either as a director or officer, or
both as the case may be, of the Company,  I do hereby  appoint CRAIG G. MATTHEWS
and ROBERT R.  WIECZOREK,  and each of them severally,  as my  attorneys-in-fact
with power to execute in my name and place,  and in my  capacity  as a director,
officer,  or both, as the case may be, of MarketSpan  Corporation,  said Report,
any  amendment  to said Report and any other  documents  required in  connection
therewith, and to file the same with the Securities and Exchange Commission.

            IN WITNESS WHEREOF, I have executed this power of attorney this 25th
day of February, 1999.




                              /s/ James Q. Riordan 
                              ---------------------
                           James Q. Riordan, Director



[power10K.REP]



<PAGE>



                                                Exhibit 24.1

                                                Transition  Report on Form
                                                10-K for the fiscal period
                                                ended December 31, 1998



                        MARKETSPAN CORPORATION

                               POWER OF ATTORNEY



            WHEREAS,   MarketSpan  Corporation,  a  New  York  corporation  (the
"Company"),  intends to file with the Securities and Exchange  Commission  under
the  Securities  Exchange Act of 1934, as amended,  a Transition  Report on Form
10-K as  prescribed  by said  Commission  pursuant to said Act and the rules and
regulations promulgated thereunder.

            NOW,  THEREFORE,  in my capacity either as a director or officer, or
both as the case may be, of the Company,  I do hereby  appoint CRAIG G. MATTHEWS
and ROBERT R.  WIECZOREK,  and each of them severally,  as my  attorneys-in-fact
with power to execute in my name and place,  and in my  capacity  as a director,
officer,  or both, as the case may be, of MarketSpan  Corporation,  said Report,
any  amendment  to said Report and any other  documents  required in  connection
therewith, and to file the same with the Securities and Exchange Commission.

            IN WITNESS WHEREOF, I have executed this power of attorney this 25th
day of February, 1999.




                            /s/ Frederic V. Salerno 
                            ------------------------
                          Frederic V. Salerno, Director



[power10K.REP]



<PAGE>


                                                Exhibit 24.1

                                                Transition  Report on Form
                                                10-K for the fiscal period
                                                ended December 31, 1998



                        MARKETSPAN CORPORATION

                               POWER OF ATTORNEY



            WHEREAS,   MarketSpan  Corporation,  a  New  York  corporation  (the
"Company"),  intends to file with the Securities and Exchange  Commission  under
the  Securities  Exchange Act of 1934, as amended,  a Transition  Report on Form
10-K as  prescribed  by said  Commission  pursuant to said Act and the rules and
regulations promulgated thereunder.

            NOW,  THEREFORE,  in my capacity either as a director or officer, or
both as the case may be, of the Company,  I do hereby  appoint CRAIG G. MATTHEWS
and ROBERT R.  WIECZOREK,  and each of them severally,  as my  attorneys-in-fact
with power to execute in my name and place,  and in my  capacity  as a director,
officer,  or both, as the case may be, of MarketSpan  Corporation,  said Report,
any  amendment  to said Report and any other  documents  required in  connection
therewith, and to file the same with the Securities and Exchange Commission.

            IN WITNESS WHEREOF, I have executed this power of attorney this 25th
day of February, 1999.




                                /s/ Vincent Tese 
                                -----------------
                                    Vincent Tese, Director