POWER OF ATTORNEY



     KNOW ALL  PERSONS  BY THESE  PRESENTS,  that each  person  whose  signature
appears below  constitutes  and appoints  Charles Crocker and Thomas W. Fry, and
each of them,  as his true and lawful  attorneys-in-fact  and agents,  with full
power of substitution and  resubstitution,  for him and in his name,  place, and
stead, in any and all capacities,  to sign any and all amendments to this Report
and to file  the  same,  with all  exhibits  thereto,  and  other  documents  in
connection therewith, with the Securities and Exchange Commission, granting unto
said attorneys-in-fact and agents, and each of them, full power and authority to
do and perform each and every act and thing  requisite  and necessary to be done
in  connection  therewith,  as fully to all intents and  purposes as he might or
could  do  in  person,   hereby   ratifying   and   confirming   all  that  said
attorneys-in-fact  and agents,  or any of them,  or their or his  substitute  or
substitutes, may lawfully do or cause to be done by virtue hereof.



     Pursuant to the  requirements of the Securities  Exchange Act of 1934, this
Report  has  been  signed  below  by the  following  persons  on  behalf  of the
Registrant and in the capacities and on the dates indicated.


<TABLE>
<CAPTION>
Signature                                     Title                                     Date
---------                                     -----                                     ----
<S>                                           <C>                                       <C>
/S/Charles Crocker                            Chairman of the Board of                  January 4, 1999
---------------------------------------       Directors
(Charles Crocker)                             

                                              Vice President of Finance and
/S/Thomas W. Fry                              Administration, Secretary and             January 4, 1999
---------------------------------------       Treasurer                                                
(Thomas W. Fry)                               (Principal Financial and Accounting       January 4, 1999
                                              Officer)                                                 


/S/Ralph M. Richart                           Director                                  January 4, 1999
---------------------------------------
(Ralph M. Richart)

                                              
/S/Herbert H. Spoon                           President and Chief Executive Officer     January 4, 1999
---------------------------------------       (principal executive officer)                            
(Herbert H. Spoon)                                                                                     
                                                                                                       
/S/Richard W. Turner                          Director                                  January 4, 1999
---------------------------------------
(Richard W. Turner)

/S/Lawrence A. Wan                            Director                                  January 4, 1999
---------------------------------------
(Lawrence A. Wan)

/S/Gary D. Wrench                             Director                                  January 4, 1999
---------------------------------------
(Gary D. Wrench)
</TABLE>