**EXHIBIT 24.1**

 

[INSERT POWERS OF ATTORNEY FORDIRECTORS – SEE FORM POA BELOW]

 

**CORNELLCOMPANIES, INC.**

 

**Powerof Attorney**

 

WHEREAS, Cornell Companies, Inc., aDelaware corporation (the “Company”), intends to file with the Securities andExchange Commission (the “Commission”) pursuant to the Securities Exchange Actof 1934, as amended, and the rules and regulations of the Commissionpromulgated thereunder, an Annual Report on Form 10-K for the fiscal yearended December 31, 2007 of the Company, together with any and allexhibits, documents and other instruments and documents necessary, advisable orappropriate in connection therewith, including any amendments thereto (the “Form 10-K”);

 

NOW, THEREFORE, the undersigned, in hiscapacity as a director of the Company, does hereby appoint James E. Hyman, JohnR. Nieser and William E. Turcotte, and each of them severally, his true andlawful attorney or attorneys with power to act with or without the other, andwith full power of substitution and resubstitution, to execute in his name,place and stead, in his capacity as director of the Company, the Form 10-Kand any and all amendments thereto, including any and all exhibits and otherinstruments and documents said attorney or attorneys shall deem necessary,appropriate or advisable in connection therewith, and to file the same with theCommission and to appear before the Commission in connection with any matterrelating thereto.  Each of said attorneysshall have full power and authority to do and perform in the name and on behalfof the undersigned, in any and all capacities, every act whatsoever necessaryor desirable to be done in the premises, as fully and to all intents andpurposes as the undersigned might or could do in person, the undersigned herebyratifying and approving the acts that said attorneys and each of them, or theiror his substitutes or substitute, may lawfully do or cause to be done by virtuehereof.

 

IN WITNESS WHEREOF, the undersigned hasexecuted this power of attorney as of the 6th day of March, 2008.

 

 
| By:    |       /s/  Max Batzer |   |
|--------|-----------------------------------------------------|--------|
|   |                                                |
| Name:  | Max Batzer                                          |

 

**CORNELLCOMPANIES, INC.**

 

**Powerof Attorney**

 

WHEREAS, Cornell Companies, Inc., aDelaware corporation (the “Company”), intends to file with the Securities andExchange Commission (the “Commission”) pursuant to the Securities Exchange Actof 1934, as amended, and the rules and regulations of the Commissionpromulgated thereunder, an Annual Report on Form 10-K for the fiscal yearended December 31, 2007 of the Company, together with any and all exhibits,documents and other instruments and documents necessary, advisable orappropriate in connection therewith, including any amendments thereto (the “Form 10-K”);

 

NOW, THEREFORE, the undersigned, in hiscapacity as a director of the Company, does hereby appoint James E. Hyman, JohnR. Nieser and William E. Turcotte, and each of them severally, his true andlawful attorney or attorneys with power to act with or without the other, andwith full power of substitution and resubstitution, to execute in his name,place and stead, in his capacity as director of the Company, the Form 10-Kand any and all amendments thereto, including any and all exhibits and otherinstruments and documents said attorney or attorneys shall deem necessary,appropriate or advisable in connection therewith, and to file the same with theCommission and to appear before the Commission in connection with any matterrelating thereto.  Each of said attorneysshall have full power and authority to do and perform in the name and on behalfof the undersigned, in any and all capacities, every act whatsoever necessaryor desirable to be done in the premises, as fully and to all intents andpurposes as the undersigned might or could do in person, the undersigned herebyratifying and approving the acts that said attorneys and each of them, or theiror his substitutes or substitute, may lawfully do or cause to be done by virtuehereof.

 

IN WITNESS WHEREOF, the undersigned hasexecuted this power of attorney as of the 6th day of March, 2008.

 

 
| By:    |       /s/  Anthony R. Chase |   |
|--------|-----------------------------------------------------------|--------|
|   |                                                      |
| Name:  | Anthony R. Chase                                          |

 

----

 

**CORNELLCOMPANIES, INC.**

 

**Powerof Attorney**

 

WHEREAS, Cornell Companies, Inc., aDelaware corporation (the “Company”), intends to file with the Securities andExchange Commission (the “Commission”) pursuant to the Securities Exchange Actof 1934, as amended, and the rules and regulations of the Commissionpromulgated thereunder, an Annual Report on Form 10-K for the fiscal yearended December 31, 2007 of the Company, together with any and allexhibits, documents and other instruments and documents necessary, advisable orappropriate in connection therewith, including any amendments thereto (the “Form 10-K”);

 

NOW, THEREFORE, the undersigned, in hiscapacity as a director of the Company, does hereby appoint James E. Hyman, JohnR. Nieser and William E. Turcotte, and each of them severally, his true andlawful attorney or attorneys with power to act with or without the other, andwith full power of substitution and resubstitution, to execute in his name, placeand stead, in his capacity as director of the Company, the Form 10-K andany and all amendments thereto, including any and all exhibits and otherinstruments and documents said attorney or attorneys shall deem necessary,appropriate or advisable in connection therewith, and to file the same with theCommission and to appear before the Commission in connection with any matterrelating thereto.  Each of said attorneysshall have full power and authority to do and perform in the name and on behalfof the undersigned, in any and all capacities, every act whatsoever necessaryor desirable to be done in the premises, as fully and to all intents andpurposes as the undersigned might or could do in person, the undersigned herebyratifying and approving the acts that said attorneys and each of them, or theiror his substitutes or substitute, may lawfully do or cause to be done by virtuehereof.

 

IN WITNESS WHEREOF, the undersigned hasexecuted this power of attorney as of the 6th day of March, 2008.

 

 
| By:    |       /s/  Richard Crane |   |
|--------|--------------------------------------------------------|--------|
|   |                                                   |
| Name:  | Richard Crane                                          |

 

**CORNELLCOMPANIES, INC.**

 

**Powerof Attorney**

 

WHEREAS, Cornell Companies, Inc., aDelaware corporation (the “Company”), intends to file with the Securities andExchange Commission (the “Commission”) pursuant to the Securities Exchange Actof 1934, as amended, and the rules and regulations of the Commissionpromulgated thereunder, an Annual Report on Form 10-K for the fiscal yearended December 31, 2007 of the Company, together with any and allexhibits, documents and other instruments and documents necessary, advisable orappropriate in connection therewith, including any amendments thereto (the “Form 10-K”);

 

NOW, THEREFORE, the undersigned, in hiscapacity as a director of the Company, does hereby appoint James E. Hyman, JohnR. Nieser and William E. Turcotte, and each of them severally, his true andlawful attorney or attorneys with power to act with or without the other, andwith full power of substitution and resubstitution, to execute in his name,place and stead, in his capacity as director of the Company, the Form 10-Kand any and all amendments thereto, including any and all exhibits and otherinstruments and documents said attorney or attorneys shall deem necessary,appropriate or advisable in connection therewith, and to file the same with theCommission and to appear before the Commission in connection with any matterrelating thereto.  Each of said attorneysshall have full power and authority to do and perform in the name and on behalfof the undersigned, in any and all capacities, every act whatsoever necessaryor desirable to be done in the premises, as fully and to all intents andpurposes as the undersigned might or could do in person, the undersigned herebyratifying and approving the acts that said attorneys and each of them, or theiror his substitutes or substitute, may lawfully do or cause to be done by virtuehereof.

 

IN WITNESS WHEREOF, the undersigned hasexecuted this power of attorney as of the 6th day of March, 2008.

 

 
| By:    |       /s/  Zachary R. George |   |
|--------|------------------------------------------------------------|--------|
|   |                                                       |
| Name:  | Zachary R. George                                          |

 

----

 

**CORNELLCOMPANIES, INC.**

 

**Powerof Attorney**

 

WHEREAS, Cornell Companies, Inc., aDelaware corporation (the “Company”), intends to file with the Securities andExchange Commission (the “Commission”) pursuant to the Securities Exchange Actof 1934, as amended, and the rules and regulations of the Commissionpromulgated thereunder, an Annual Report on Form 10-K for the fiscal yearended December 31, 2007 of the Company, together with any and allexhibits, documents and other instruments and documents necessary, advisable orappropriate in connection therewith, including any amendments thereto (the “Form 10-K”);

 

NOW, THEREFORE, the undersigned, in hiscapacity as a director of the Company, does hereby appoint James E. Hyman, JohnR. Nieser and William E. Turcotte, and each of them severally, his true andlawful attorney or attorneys with power to act with or without the other, andwith full power of substitution and resubstitution, to execute in his name,place and stead, in his capacity as director of the Company, the Form 10-Kand any and all amendments thereto, including any and all exhibits and otherinstruments and documents said attorney or attorneys shall deem necessary,appropriate or advisable in connection therewith, and to file the same with theCommission and to appear before the Commission in connection with any matterrelating thereto.  Each of said attorneysshall have full power and authority to do and perform in the name and on behalfof the undersigned, in any and all capacities, every act whatsoever necessaryor desirable to be done in the premises, as fully and to all intents andpurposes as the undersigned might or could do in person, the undersigned herebyratifying and approving the acts that said attorneys and each of them, or theiror his substitutes or substitute, may lawfully do or cause to be done by virtuehereof.

 

IN WITNESS WHEREOF, the undersigned hasexecuted this power of attorney as of the 6th day of March, 2008.

 

 
| By:    |       /s/  Todd Goodwin |   |
|--------|-------------------------------------------------------|--------|
|   |                                                  |
| Name:  | Todd Goodwin                                          |

 

**CORNELLCOMPANIES, INC.**

 

**Powerof Attorney**

 

WHEREAS, Cornell Companies, Inc., aDelaware corporation (the “Company”), intends to file with the Securities andExchange Commission (the “Commission”) pursuant to the Securities Exchange Actof 1934, as amended, and the rules and regulations of the Commissionpromulgated thereunder, an Annual Report on Form 10-K for the fiscal yearended December 31, 2007 of the Company, together with any and allexhibits, documents and other instruments and documents necessary, advisable orappropriate in connection therewith, including any amendments thereto (the “Form 10-K”);

 

NOW, THEREFORE, the undersigned, in hiscapacity as a director of the Company, does hereby appoint James E. Hyman, JohnR. Nieser and William E. Turcotte, and each of them severally, his true andlawful attorney or attorneys with power to act with or without the other, andwith full power of substitution and resubstitution, to execute in his name,place and stead, in his capacity as director of the Company, the Form 10-Kand any and all amendments thereto, including any and all exhibits and otherinstruments and documents said attorney or attorneys shall deem necessary,appropriate or advisable in connection therewith, and to file the same with theCommission and to appear before the Commission in connection with any matterrelating thereto.  Each of said attorneysshall have full power and authority to do and perform in the name and on behalfof the undersigned, in any and all capacities, every act whatsoever necessaryor desirable to be done in the premises, as fully and to all intents andpurposes as the undersigned might or could do in person, the undersigned herebyratifying and approving the acts that said attorneys and each of them, or theiror his substitutes or substitute, may lawfully do or cause to be done by virtuehereof.

 

IN WITNESS WHEREOF, the undersigned hasexecuted this power of attorney as of the 6th day of March, 2008.

 

 
| By:    |       /s/  Andrew R. Jones |   |
|--------|----------------------------------------------------------|--------|
|   |                                                     |
| Name:  | Andrew R. Jones                                          |

 

----

 

**CORNELLCOMPANIES, INC.**

 

**Powerof Attorney**

 

WHEREAS, Cornell Companies, Inc., aDelaware corporation (the “Company”), intends to file with the Securities andExchange Commission (the “Commission”) pursuant to the Securities Exchange Act of1934, as amended, and the rules and regulations of the Commissionpromulgated thereunder, an Annual Report on Form 10-K for the fiscal yearended December 31, 2007 of the Company, together with any and allexhibits, documents and other instruments and documents necessary, advisable orappropriate in connection therewith, including any amendments thereto (the “Form 10-K”);

 

NOW, THEREFORE, the undersigned, in hiscapacity as a director of the Company, does hereby appoint James E. Hyman, JohnR. Nieser and William E. Turcotte, and each of them severally, his true andlawful attorney or attorneys with power to act with or without the other, andwith full power of substitution and resubstitution, to execute in his name,place and stead, in his capacity as director of the Company, the Form 10-Kand any and all amendments thereto, including any and all exhibits and otherinstruments and documents said attorney or attorneys shall deem necessary,appropriate or advisable in connection therewith, and to file the same with theCommission and to appear before the Commission in connection with any matterrelating thereto.  Each of said attorneysshall have full power and authority to do and perform in the name and on behalfof the undersigned, in any and all capacities, every act whatsoever necessaryor desirable to be done in the premises, as fully and to all intents andpurposes as the undersigned might or could do in person, the undersigned herebyratifying and approving the acts that said attorneys and each of them, or theiror his substitutes or substitute, may lawfully do or cause to be done by virtuehereof.

 

IN WITNESS WHEREOF, the undersigned hasexecuted this power of attorney as of the 6th day of March, 2008.

 

 
| By:    |       /s/  Alfred J. Moran |   |
|--------|----------------------------------------------------------|--------|
|   |                                                     |
| Name:  | Alfred J. Moran                                          |

 

**CORNELLCOMPANIES, INC.**

 

**Powerof Attorney**

 

WHEREAS, Cornell Companies, Inc., aDelaware corporation (the “Company”), intends to file with the Securities andExchange Commission (the “Commission”) pursuant to the Securities Exchange Actof 1934, as amended, and the rules and regulations of the Commissionpromulgated thereunder, an Annual Report on Form 10-K for the fiscal yearended December 31, 2007 of the Company, together with any and allexhibits, documents and other instruments and documents necessary, advisable orappropriate in connection therewith, including any amendments thereto (the “Form 10-K”);

 

NOW, THEREFORE, the undersigned, in hiscapacity as a director of the Company, does hereby appoint James E. Hyman, JohnR. Nieser and William E. Turcotte, and each of them severally, his true andlawful attorney or attorneys with power to act with or without the other, andwith full power of substitution and resubstitution, to execute in his name,place and stead, in his capacity as director of the Company, the Form 10-Kand any and all amendments thereto, including any and all exhibits and otherinstruments and documents said attorney or attorneys shall deem necessary,appropriate or advisable in connection therewith, and to file the same with theCommission and to appear before the Commission in connection with any matterrelating thereto.  Each of said attorneysshall have full power and authority to do and perform in the name and on behalfof the undersigned, in any and all capacities, every act whatsoever necessaryor desirable to be done in the premises, as fully and to all intents andpurposes as the undersigned might or could do in person, the undersigned herebyratifying and approving the acts that said attorneys and each of them, or theiror his substitutes or substitute, may lawfully do or cause to be done by virtuehereof.

 

IN WITNESS WHEREOF, the undersigned hasexecuted this power of attorney as of the 6th day of March, 2008.

 

 
| By:    |       /s/  D. Stephen Slack |   |
|--------|-----------------------------------------------------------|--------|
|   |                                                      |
| Name:  | D. Stephen Slack                                          |

 

----