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                                                                    Exhibit 24.1

                                POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned directors and
officers of SHELBY WILLIAMS INDUSTRIES, INC., a Delaware corporation (the
"Company"), does hereby constitute and appoint Paul N. Steinfeld, Manfred
Steinfeld, Robert P. Coulter and Walter Roth, and each of them severally, the
true and lawful attorneys and agents of the undersigned, each with full power to
act without any other and with full power of substitution and resubstitution, to
do any and all acts and things and to execute any and all instruments which said
attorneys and agents may deem necessary or desirable to enable the Company to
comply with the Securities Exchange Act of 1934, as amended (the "Act"), and any
rules, regulations and requirements of the Securities and Exchange Commission
thereunder in connection with the filing under the Act of the Company's Annual
Report on Form 10-K for the fiscal year ended December 31, 1998 and all related
matters, including specifically, but without limiting the generality of the
foregoing, power and authority to sign the names of the undersigned directors
and officers in the capacities indicated below to said Form 10-K to be filed
with the Securities and Exchange Commission, to any and all amendments to said
Form 10-K, and to any and all instruments or documents filed as part of or in
connection with any of the foregoing and any and all amendments thereto; and
each of the undersigned hereby ratifies and confirms all that said attorneys and
agents, or any of them, shall do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, each of the undersigned has subscribed these
presents this 23rd day of March, 1999.

         Capacities                                  Signatures
         ----------                                  ----------
  Chairman of the Board
  and Director (Principal
  Executive Officer)                             s/ Paul N. Steinfeld
                                              -----------------------------
                                                    Paul N. Steinfeld


  Chairman of the Executive
  Committee and Director                         s/ Manfred Steinfeld
                                              ----------------------------- 
                                                    Manfred Steinfeld



President and Director                           s/ Robert P. Coulter
                                              -----------------------------
                                                    Robert P. Coulter

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Vice-President Finance,
Treasurer and Assistant
Secretary (Principal
Financial and Accounting
Officer)                                          s/ Sam Ferrell
                                              -----------------------------  
                                                     Sam Ferrell


Director                                          s/ William B. Kaplan
                                              -----------------------------  
                                                     William B. Kaplan


Director                                          s/ Robert E. Lowe
                                              -----------------------------  
                                                     Robert E. Lowe


Director                                          s/ Douglas Parker
                                              -----------------------------  
                                                     Douglas Parker


Director                                          s/ Trisha Wilson
                                              -----------------------------  
                                                     Trisha Wilson



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