<PAGE>   1


                                                                  EXHIBIT 24.1

                          DIRECTOR'S POWER OF ATTORNEY
                                (1999 Form 10-K)


         The undersigned director of Advantage Learning Systems, Inc. designates
each of Michael H. Baum and Steven A. Schmidt, with the power of substitution,
as her true and lawful attorney-in-fact for the purpose of: (i) executing in her
name and on her behalf Advantage Learning Systems, Inc.'s Form 10-K for the
fiscal year ended December 31, 1999 and any related amendments and/or
supplements; (ii) generally doing all things in her name and on her behalf in
her capacity as a director to enable Advantage Learning Systems, Inc. to comply
with the provisions of the Securities Act of 1934, as amended, and all
requirements of the Securities and Exchange Commission; and (iii) ratifying and
confirming her signature as it may be signed by the attorney-in-fact to the Form
10-K and any related amendments and/or supplements.

         Dated this 15th day of February, 2000.



                                 /s/  Judith A. Paul
                                 ------------------------------------
                                 Judith A. Paul



<PAGE>   2




                          DIRECTOR'S POWER OF ATTORNEY
                                (1999 Form 10-K)


         The undersigned director of Advantage Learning Systems, Inc. designates
each of Michael H. Baum and Steven A. Schmidt, with the power of substitution,
as his true and lawful attorney-in-fact for the purpose of: (i) executing in his
name and on his behalf Advantage Learning Systems, Inc.'s Form 10-K for the
fiscal year ended December 31, 1999 and any related amendments and/or
supplements; (ii) generally doing all things in his name and on his behalf in
his capacity as a director to enable Advantage Learning Systems, Inc. to comply
with the provisions of the Securities Act of 1934, as amended, and all
requirements of the Securities and Exchange Commission; and (iii) ratifying and
confirming his signature as it may be signed by the attorney-in-fact to the Form
10-K and any related amendments and/or supplements.

         Dated this 15th day of February, 2000.



                                /s/  Terrance D. Paul
                                -------------------------------------
                                Terrance D. Paul



<PAGE>   3





                          DIRECTOR'S POWER OF ATTORNEY
                                (1999 Form 10-K)


         The undersigned director of Advantage Learning Systems, Inc. designates
each of Michael H. Baum and Steven A. Schmidt, with the power of substitution,
as his true and lawful attorney-in-fact for the purpose of: (i) executing in his
name and on his behalf Advantage Learning Systems, Inc.'s Form 10-K for the
fiscal year ended December 31, 1999 and any related amendments and/or
supplements; (ii) generally doing all things in his name and on his behalf in
his capacity as a director to enable Advantage Learning Systems, Inc. to comply
with the provisions of the Securities Act of 1934, as amended, and all
requirements of the Securities and Exchange Commission; and (iii) ratifying and
confirming his signature as it may be signed by the attorney-in-fact to the Form
10-K and any related amendments and/or supplements.

         Dated this 15th day of February, 2000.



                                 /s/  Michael M. Baum
                                 ------------------------------------
                                 Michael H. Baum



<PAGE>   4




                          DIRECTOR'S POWER OF ATTORNEY
                                (1999 Form 10-K)


         The undersigned director of Advantage Learning Systems, Inc. designates
each of Michael H. Baum and Steven A. Schmidt, with the power of substitution,
as his true and lawful attorney-in-fact for the purpose of: (i) executing in his
name and on his behalf Advantage Learning Systems, Inc.'s Form 10-K for the
fiscal year ended December 31, 1999 and any related amendments and/or
supplements; (ii) generally doing all things in his name and on his behalf in
his capacity as a director to enable Advantage Learning Systems, Inc. to comply
with the provisions of the Securities Act of 1934, as amended, and all
requirements of the Securities and Exchange Commission; and (iii) ratifying and
confirming his signature as it may be signed by the attorney-in-fact to the Form
10-K and any related amendments and/or supplements.

         Dated this 15th day of February, 2000.



                                 /s/  John R. Hickey
                                 ------------------------------------
                                 John R. Hickey



<PAGE>   5




                          DIRECTOR'S POWER OF ATTORNEY
                                (1999 Form 10-K)


         The undersigned director of Advantage Learning Systems, Inc. designates
each of Michael H. Baum and Steven A. Schmidt, with the power of substitution,
as his true and lawful attorney-in-fact for the purpose of: (i) executing in his
name and on his behalf Advantage Learning Systems, Inc.'s Form 10-K for the
fiscal year ended December 31, 1999 and any related amendments and/or
supplements; (ii) generally doing all things in his name and on his behalf in
his capacity as a director to enable Advantage Learning Systems, Inc. to comply
with the provisions of the Securities Act of 1934, as amended, and all
requirements of the Securities and Exchange Commission; and (iii) ratifying and
confirming his signature as it may be signed by the attorney-in-fact to the Form
10-K and any related amendments and/or supplements.

         Dated this 15th day of February, 2000.



                                /s/  Timothy P. Welch
                                -------------------------------------
                                Timothy P. Welch



<PAGE>   6




                          DIRECTOR'S POWER OF ATTORNEY
                                (1999 Form 10-K)


         The undersigned director of Advantage Learning Systems, Inc. designates
each of Michael H. Baum and Steven A. Schmidt, with the power of substitution,
as his true and lawful attorney-in-fact for the purpose of: (i) executing in his
name and on his behalf Advantage Learning Systems, Inc.'s Form 10-K for the
fiscal year ended December 31, 1999 and any related amendments and/or
supplements; (ii) generally doing all things in his name and on his behalf in
his capacity as a director to enable Advantage Learning Systems, Inc. to comply
with the provisions of the Securities Act of 1934, as amended, and all
requirements of the Securities and Exchange Commission; and (iii) ratifying and
confirming his signature as it may be signed by the attorney-in-fact to the Form
10-K and any related amendments and/or supplements.

         Dated this 15th day of February, 2000.



                                 /s/  Perry S. Akins
                                 ------------------------------------
                                 Perry S. Akins



<PAGE>   7




                          DIRECTOR'S POWER OF ATTORNEY
                                (1999 Form 10-K)


         The undersigned director of Advantage Learning Systems, Inc. designates
each of Michael H. Baum and Steven A. Schmidt, with the power of substitution,
as his true and lawful attorney-in-fact for the purpose of: (i) executing in his
name and on his behalf Advantage Learning Systems, Inc.'s Form 10-K for the
fiscal year ended December 31, 1999 and any related amendments and/or
supplements; (ii) generally doing all things in his name and on his behalf in
his capacity as a director to enable Advantage Learning Systems, Inc. to comply
with the provisions of the Securities Act of 1934, as amended, and all
requirements of the Securities and Exchange Commission; and (iii) ratifying and
confirming his signature as it may be signed by the attorney-in-fact to the Form
10-K and any related amendments and/or supplements.

         Dated this 15th day of February, 2000.



                                /s/  John H. Grunewald
                                -------------------------------------
                                John H. Grunewald