EXHIBIT 24

                                POWER OF ATTORNEY


      Know all men by these presents that W. E. GREEHEY constitutes and appoints
J. L. PAYNE, JANET F. CLARK and DAVID L. HICKS and each or any of them, as his
true and lawful attorneys-in-fact and agents, with full power of substitution,
for him and in his name, place and stead, in any and all capacities to sign in
his name to the Annual Report on Form 10-K of SANTA FE ENERGY RESOURCES, INC.
for the fiscal year ended December 31, 1998 and to file the same, and with all
exhibits thereto and other documents in connection therewith, with the
Securities and Exchange Commission, granting unto said attorneys-in-fact and
agents full power and authority to do and perform each and every act and thing
requisite and necessary to be done in and about the premises, 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
substitutes may lawfully do or cause to be done by virtue hereof.



Dated March 1, 1999                             /s/ WILLIAM E. GREEHEY
                                                ----------------------
                                                    W. E. Greehey


<PAGE>
                                POWER OF ATTORNEY


      Know all men by these presents that M. N. KLEIN constitutes and appoints
J. L. PAYNE, JANET F. CLARK and DAVID L. HICKS and each or any of them, as his
true and lawful attorneys-in-fact and agents, with full power of substitution,
for him and in his name, place and stead, in any and all capacities to sign in
his name to the Annual Report on Form 10-K of SANTA FE ENERGY RESOURCES, INC.
for the fiscal year ended December 31, 1998 and to file the same, and with all
exhibits thereto and other documents in connection therewith, with the
Securities and Exchange Commission, granting unto said attorneys-in-fact and
agents full power and authority to do and perform each and every act and thing
requisite and necessary to be done in and about the premises, 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
substitutes may lawfully do or cause to be done by virtue hereof.



Dated March 1, 1999                             /s/ M.N. KLEIN
                                                --------------
                                                    M. N. Klein

<PAGE>
                                POWER OF ATTORNEY


      Know all men by these presents that A. V. MARTINI constitutes and appoints
J. L. PAYNE, JANET F. CLARK and DAVID L. HICKS and each or any of them, as his
true and lawful attorneys-in-fact and agents, with full power of substitution,
for him and in his name, place and stead, in any and all capacities to sign in
his name to the Annual Report on Form 10-K of SANTA FE ENERGY RESOURCES, INC.
for the fiscal year ended December 31, 1998 and to file the same, and with all
exhibits thereto and other documents in connection therewith, with the
Securities and Exchange Commission, granting unto said attorneys-in-fact and
agents full power and authority to do and perform each and every act and thing
requisite and necessary to be done in and about the premises, 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
substitutes may lawfully do or cause to be done by virtue hereof.



Dated March 1, 1999                             /s/ A.V. MARTINI
                                                ----------------
                                                    A. V. Martini

<PAGE>
                                POWER OF ATTORNEY


      Know all men by these presents that R. F. RICHARDS constitutes and
appoints J. L. PAYNE, JANET F. CLARK and DAVID L. HICKS and each or any of them,
as his true and lawful attorneys-in-fact and agents, with full power of
substitution, for him and in his name, place and stead, in any and all
capacities to sign in his name to the Annual Report on Form 10-K of SANTA FE
ENERGY RESOURCES, INC. for the fiscal year ended December 31, 1998 and to file
the same, and with all exhibits thereto and other documents in connection
therewith, with the Securities and Exchange Commission, granting unto said
attorneys-in-fact and agents full power and authority to do and perform each and
every act and thing requisite and necessary to be done in and about the
premises, 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 substitutes may lawfully do or cause to be done
by virtue hereof.



Dated March 1, 1999                             /s/ R.F. RICHARDS
                                                -----------------
                                                    R. F. Richards


<PAGE>
                                POWER OF ATTORNEY


      Know all men by these presents that K. D. WRISTON constitutes and appoints
J. L. PAYNE, JANET F. CLARK and DAVID L. HICKS and each or any of them, as his
true and lawful attorneys-in-fact and agents, with full power of substitution,
for him and in his name, place and stead, in any and all capacities to sign in
his name to the Annual Report on Form 10-K of SANTA FE ENERGY RESOURCES, INC.
for the fiscal year ended December 31, 1998 and to file the same, and with all
exhibits thereto and other documents in connection therewith, with the
Securities and Exchange Commission, granting unto said attorneys-in-fact and
agents full power and authority to do and perform each and every act and thing
requisite and necessary to be done in and about the premises, 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
substitutes may lawfully do or cause to be done by virtue hereof.



Dated March 1, 1999                             /s/ K. D. WRISTON
                                                -----------------
                                                    K. D. Wriston


<PAGE>
                                POWER OF ATTORNEY


      Know all men by these presents that J. L. PAYNE constitutes and appoints
JANET F. CLARK and DAVID L. HICKS and each or any of them, as his true and
lawful attorneys-in-fact and agents, with full power of substitution, for him
and in his name, place and stead, in any and all capacities to sign in his name
to the Annual Report on Form 10-K of SANTA FE ENERGY RESOURCES, INC. for the
fiscal year ended December 31, 1998 and to file the same, and with all exhibits
thereto and other documents in connection therewith, with the Securities and
Exchange Commission, granting unto said attorneys-in-fact and agents full power
and authority to do and perform each and every act and thing requisite and
necessary to be done in and about the premises, 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 substitutes may
lawfully do or cause to be done by virtue hereof.



Dated March 1, 1999                             /s/ J. L. PAYNE
                                                ---------------
                                                    J. L. Payne