<PAGE>
<PAGE>

                                                              EXHIBIT 24(a)
                                                              Form 10-K for 1995
                                                              File No. 1-11237

                                POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS:

        WHEREAS, AT&T CAPITAL CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file shortly with the Securities and
Exchange Commission, under the provisions of the Securities Act of 1934, as
amended, an annual report on Form 10-K; and

        WHEREAS, the undersigned is a director, an officer, or both an officer
and a director of the Company, as indicated below under his name:

        NOW, THEREFORE, the undersigned hereby constitutes and appoints RAMON
OLIU, JR., EDWARD M. DWYER and THOMAS C. WAJNERT, and each of them, as attorneys
for him and in his name, place and stead, and in each of his offices and
capacities as a director, an officer, or both an officer and a director of the
Company, to execute and file such annual report on Form 10-K, and thereafter to
execute and file any amendment or amendments thereto on Form 8, hereby giving
and granting to said attorneys full power and authority to do and perform each
and every act and thing whatsoever requisite and necessary to be done in and
about the premises, including the use or transmission of any personal
identification numbers assigned to the undersigned by the Securities and
Exchange Commission, as fully, for all intents and purposes, as the undersigned
might or could do if personally present at the doing thereof, hereby ratifying
and confirming all that said attorneys may or shall lawfully do, or cause to be
done, by virtue hereof.

        IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 1st day of March, 1996.

                                            Joseph J. Melone
                                            -------------------------
                                            Joseph J. Melone
                                            Director

STATE OF NEW YORK              )
                               )  ss.:
COUNTY OF NEW YORK             )

        On the 1st day of March, 1996, personally appeared before me, Joseph J.
Melone, to me known, and known to me to be the person described in and who
executed the foregoing instrument and duly acknowledged that he executed and
delivered the same for the purpose therein expressed.

        WITNESS my hand and official seal this 1st day of March, 1996.

                                            Janet Hannon
                                            -----------------------
                                            Notary Public
                                            Janet Hannon



<PAGE>
<PAGE>



                                POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS:

        WHEREAS, AT&T CAPITAL CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file shortly with the Securities and
Exchange Commission, under the provisions of the Securities Act of 1934, as
amended, an annual report on Form 10-K; and

        WHEREAS, the undersigned is a director, an officer, or both an officer
and a director of the Company, as indicated below under his name:

        NOW, THEREFORE, the undersigned hereby constitutes and appoints RAMON
OLIU, JR. and EDWARD M. DWYER, and each of them, as attorneys for him and in his
name, place and stead, and in each of his offices and capacities as a director,
an officer, or both an officer and a director of the Company, to execute and
file such annual report on Form 10-K, and thereafter to execute and file any
amendment or amendments thereto on Form 8, hereby giving and granting to said
attorneys full power and authority to do and perform each and every act and
thing whatsoever requisite and necessary to be done in and about the premises,
including the use or transmission of any personal identification numbers
assigned to the undersigned by the Securities and Exchange Commission, as fully,
for all intents and purposes, as the undersigned might or could do if personally
present at the doing thereof, hereby ratifying and confirming all that said
attorneys may or shall lawfully do, or cause to be done, by virtue hereof.

        IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 1st day of March, 1996.

                                            Thomas C. Wajnert
                                            -------------------------
                                            Thomas C. Wajnert
                                            Director, Chairman of the Board
                                               and Chief Executive Officer


STATE OF NEW JERSEY            )
                               )  ss.:
COUNTY OF MORRIS               )


        On the 1st day of March, 1996, personally appeared before me, Thomas C.
Wajnert, to me known, and known to me to be the person described in and who
executed the foregoing instrument and duly acknowledged that he executed and
delivered the same for the purpose therein expressed.

        WITNESS my hand and official seal this 1st day of March, 1996.

                                            Suzanne M. Queally
                                            -----------------------
                                            Notary Public
                                            Suzanne M. Queally



<PAGE>
<PAGE>



                                POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS:

        WHEREAS, AT&T CAPITAL CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file shortly with the Securities and
Exchange Commission, under the provisions of the Securities Act of 1934, as
amended, an annual report on Form 10-K; and

        WHEREAS, the undersigned is a director, an officer, or both an officer
and a director of the Company, as indicated below under his name:

        NOW, THEREFORE, the undersigned hereby constitutes and appoints RAMON
OLIU, JR., EDWARD M. DWYER and THOMAS C. WAJNERT, and each of them, as attorneys
for him and in his name, place and stead, and in each of his offices and
capacities as a director, an officer, or both an officer and a director of the
Company, to execute and file such annual report on Form 10-K, and thereafter to
execute and file any amendment or amendments thereto on Form 8, hereby giving
and granting to said attorneys full power and authority to do and perform each
and every act and thing whatsoever requisite and necessary to be done in and
about the premises, including the use or transmission of any personal
identification numbers assigned to the undersigned by the Securities and
Exchange Commission, as fully, for all intents and purposes, as the undersigned
might or could do if personally present at the doing thereof, hereby ratifying
and confirming all that said attorneys may or shall lawfully do, or cause to be
done, by virtue hereof.

        IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 1st day of March, 1996.

                                            John P. Clancey
                                            -------------------------
                                            John P. Clancey
                                            Director


STATE OF NORTH CAROLINA                   )
                                          )  ss.:
COUNTY OF MECKLENBURG                     )


        On the 1st day of March, 1996, personally appeared before me, John P.
Clancey, to me known, and known to me to be the person described in and who
executed the foregoing instrument and duly acknowledged that he executed and
delivered the same for the purpose therein expressed.

        WITNESS my hand and official seal this 1st day of March, 1996.

                                            Joanne L. Quiring
                                            -----------------------
                                            Notary Public
                                            Joanne L. Quiring



<PAGE>
<PAGE>



                                POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS:

        WHEREAS, AT&T CAPITAL CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file shortly with the Securities and
Exchange Commission, under the provisions of the Securities Act of 1934, as
amended, an annual report on Form 10-K; and

        WHEREAS, the undersigned is a director, an officer, or both an officer
and a director of the Company, as indicated below under his name:

        NOW, THEREFORE, the undersigned hereby constitutes and appoints RAMON
OLIU, JR., EDWARD M. DWYER and THOMAS C. WAJNERT, and each of them, as attorneys
for him and in his name, place and stead, and in each of his offices and
capacities as a director, an officer, or both an officer and a director of the
Company, to execute and file such annual report on Form 10-K, and thereafter to
execute and file any amendment or amendments thereto on Form 8, hereby giving
and granting to said attorneys full power and authority to do and perform each
and every act and thing whatsoever requisite and necessary to be done in and
about the premises, including the use or transmission of any personal
identification numbers assigned to the undersigned by the Securities and
Exchange Commission, as fully, for all intents and purposes, as the undersigned
might or could do if personally present at the doing thereof, hereby ratifying
and confirming all that said attorneys may or shall lawfully do, or cause to be
done, by virtue hereof.

        IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 1st day of March, 1996.

                                            William B. Marx, Jr.
                                            -------------------------
                                            William B. Marx, Jr.
                                            Director


STATE OF NEW JERSEY            )
                               )  ss.:
COUNTY OF UNION                )


        On the 1st day of March, 1996, personally appeared before me, William B.
Marx, Jr., to me known, and known to me to be the person described in and who
executed the foregoing instrument and duly acknowledged that he executed and
delivered the same for the purpose therein expressed.

        WITNESS my hand and official seal this 1st day of March, 1996.

                                            Janice Mitchell
                                            -----------------------
                                            Notary Public
                                            Janice Mitchell



<PAGE>
<PAGE>



                                POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS:

        WHEREAS, AT&T CAPITAL CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file shortly with the Securities and
Exchange Commission, under the provisions of the Securities Act of 1934, as
amended, an annual report on Form 10-K; and

        WHEREAS, the undersigned is a director, an officer, or both an officer
and a director of the Company, as indicated below under his name:

        NOW, THEREFORE, the undersigned hereby constitutes and appoints RAMON
OLIU, JR., EDWARD M. DWYER and THOMAS C. WAJNERT, and each of them, as attorneys
for him and in his name, place and stead, and in each of his offices and
capacities as a director, an officer, or both an officer and a director of the
Company, to execute and file such annual report on Form 10-K, and thereafter to
execute and file any amendment or amendments thereto on Form 8, hereby giving
and granting to said attorneys full power and authority to do and perform each
and every act and thing whatsoever requisite and necessary to be done in and
about the premises, including the use or transmission of any personal
identification numbers assigned to the undersigned by the Securities and
Exchange Commission, as fully, for all intents and purposes, as the undersigned
might or could do if personally present at the doing thereof, hereby ratifying
and confirming all that said attorneys may or shall lawfully do, or cause to be
done, by virtue hereof.

        IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 1st day of March, 1996.

                                            James P. Kelly
                                            -------------------------
                                            James P. Kelly
                                            Director


STATE OF GEORGIA               )
                               )  ss.:
COUNTY OF FULTON               )


        On the 1st day of March, 1996, personally appeared before me, James P.
Kelly, to me known, and known to me to be the person described in and who
executed the foregoing instrument and duly acknowledged that he executed and
delivered the same for the purpose therein expressed.

        WITNESS my hand and official seal this 1st day of March, 1996.

                                            Linda E. Thornton
                                            -----------------------
                                            Notary Public
                                            Linda E. Thornton



<PAGE>
<PAGE>



                                POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS:

        WHEREAS, AT&T CAPITAL CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file shortly with the Securities and
Exchange Commission, under the provisions of the Securities Act of 1934, as
amended, an annual report on Form 10-K; and

        WHEREAS, the undersigned is a director, an officer, or both an officer
and a director of the Company, as indicated below under his name:

        NOW, THEREFORE, the undersigned hereby constitutes and appoints RAMON
OLIU, JR., EDWARD M. DWYER and THOMAS C. WAJNERT, and each of them, as attorneys
for him and in his name, place and stead, and in each of his offices and
capacities as a director, an officer, or both an officer and a director of the
Company, to execute and file such annual report on Form 10-K, and thereafter to
execute and file any amendment or amendments thereto on Form 8, hereby giving
and granting to said attorneys full power and authority to do and perform each
and every act and thing whatsoever requisite and necessary to be done in and
about the premises, including the use or transmission of any personal
identification numbers assigned to the undersigned by the Securities and
Exchange Commission, as fully, for all intents and purposes, as the undersigned
might or could do if personally present at the doing thereof, hereby ratifying
and confirming all that said attorneys may or shall lawfully do, or cause to be
done, by virtue hereof.

        IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 1st day of March, 1996.

                                            Gerald M. Lowrie
                                            -------------------------
                                            Gerald M. Lowrie
                                            Director


DISTRICT OF COLUMBIA           )
                               )  ss.:
                               )


        On the 1st day of March, 1996, personally appeared before me, Gerald M.
Lowrie, to me known, and known to me to be the person described in and who
executed the foregoing instrument and duly acknowledged that he executed and
delivered the same for the purpose therein expressed.

        WITNESS my hand and official seal this 1st day of March, 1996.

                                            Linda L. Mangum
                                            -----------------------
                                            Notary Public
                                            Linda L. Mangum



<PAGE>
<PAGE>



                                POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS:

        WHEREAS, AT&T CAPITAL CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file shortly with the Securities and
Exchange Commission, under the provisions of the Securities Act of 1934, as
amended, an annual report on Form 10-K; and

        WHEREAS, the undersigned is a director, an officer, or both an officer
and a director of the Company, as indicated below under her name:

        NOW, THEREFORE, the undersigned hereby constitutes and appoints RAMON
OLIU, JR., EDWARD M. DWYER and THOMAS C. WAJNERT, and each of them, as attorneys
for her and in her name, place and stead, and in each of her offices and
capacities as a director, an officer, or both an officer and a director of the
Company, to execute and file such annual report on Form 10-K, and thereafter to
execute and file any amendment or amendments thereto on Form 8, hereby giving
and granting to said attorneys full power and authority to do and perform each
and every act and thing whatsoever requisite and necessary to be done in and
about the premises, including the use or transmission of any personal
identification numbers assigned to the undersigned by the Securities and
Exchange Commission, as fully, for all intents and purposes, as the undersigned
might or could do if personally present at the doing thereof, hereby ratifying
and confirming all that said attorneys may or shall lawfully do, or cause to be
done, by virtue hereof.

        IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 7th day of March, 1996.

                                            Marilyn J. Wasser
                                            -------------------------
                                            Marilyn J. Wasser
                                            Director


STATE OF NEW JERSEY            )
                               )  ss.:
COUNTY OF MORRIS               )


        On the 7th day of March, 1996, personally appeared before me, Marilyn J.
Wasser, to me known, and known to me to be the person described in and who
executed the foregoing instrument and duly acknowledged that she executed and
delivered the same for the purpose therein expressed.

        WITNESS my hand and official seal this 7th day of March, 1996.

                                            Ann E. McNee
                                            -----------------------
                                            Notary Public



<PAGE>
<PAGE>



                                POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS:

        WHEREAS, AT&T CAPITAL CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file shortly with the Securities and
Exchange Commission, under the provisions of the Securities Act of 1934, as
amended, an annual report on Form 10-K; and

        WHEREAS, the undersigned is a director, an officer, or both an officer
and a director of the Company, as indicated below under his name:

        NOW, THEREFORE, the undersigned hereby constitutes and appoints RAMON
OLIU, JR., EDWARD M. DWYER and THOMAS C. WAJNERT, and each of them, as attorneys
for him and in his name, place and stead, and in each of his offices and
capacities as a director, an officer, or both an officer and a director of the
Company, to execute and file such annual report on Form 10-K, and thereafter to
execute and file any amendment or amendments thereto on Form 8, hereby giving
and granting to said attorneys full power and authority to do and perform each
and every act and thing whatsoever requisite and necessary to be done in and
about the premises, including the use or transmission of any personal
identification numbers assigned to the undersigned by the Securities and
Exchange Commission, as fully, for all intents and purposes, as the undersigned
might or could do if personally present at the doing thereof, hereby ratifying
and confirming all that said attorneys may or shall lawfully do, or cause to be
done, by virtue hereof.

        IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 1st day of March, 1996.

                                            Richard A. McGinn
                                            -------------------------
                                            Richard A. McGinn
                                            Director


STATE OF NEW JERSEY            )
                               )  ss.:
COUNTY OF UNION                )


        On the 1st day of March, 1996, personally appeared before me, Richard A.
McGinn, to me known, and known to me to be the person described in and who
executed the foregoing instrument and duly acknowledged that he executed and
delivered the same for the purpose therein expressed.

        WITNESS my hand and official seal this 1sr day of March, 1996.

                                            Janice Mitchell
                                            -----------------------
                                            Notary Public
                                            Janice Mitchell



<PAGE>
<PAGE>



                                POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS:

        WHEREAS, AT&T CAPITAL CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file shortly with the Securities and
Exchange Commission, under the provisions of the Securities Act of 1934, as
amended, an annual report on Form 10-K; and

        WHEREAS, the undersigned is a director, an officer, or both an officer
and a director of the Company, as indicated below under his name:

        NOW, THEREFORE, the undersigned hereby constitutes and appoints RAMON
OLIU, JR., EDWARD M. DWYER and THOMAS C. WAJNERT, and each of them, as attorneys
for him and in his name, place and stead, and in each of his offices and
capacities as a director, an officer, or both an officer and a director of the
Company, to execute and file such annual report on Form 10-K, and thereafter to
execute and file any amendment or amendments thereto on Form 8, hereby giving
and granting to said attorneys full power and authority to do and perform each
and every act and thing whatsoever requisite and necessary to be done in and
about the premises, including the use or transmission of any personal
identification numbers assigned to the undersigned by the Securities and
Exchange Commission, as fully, for all intents and purposes, as the undersigned
might or could do if personally present at the doing thereof, hereby ratifying
and confirming all that said attorneys may or shall lawfully do, or cause to be
done, by virtue hereof.

        IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 1st day of March, 1996.

                                            S. Lawrence Prendergast
                                            -------------------------
                                            S. Lawrence Prendergast
                                            Director


STATE OF NEW JERSEY            )
                               )  ss.:
COUNTY OF SOMERSET             )


        On the 1st day of March, 1996, personally appeared before me, S.
Lawrence Prendergast, to me known, and known to me to be the person described in
and who executed the foregoing instrument and duly acknowledged that he executed
and delivered the same for the purpose therein expressed.

        WITNESS my hand and official seal this 1st day of March, 1996.

                                            Jacqueline C. Dawson
                                            -----------------------
                                            Notary Public
                                            Jacqueline C. Dawson



<PAGE>
<PAGE>



                                POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS:

        WHEREAS, AT&T CAPITAL CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file shortly with the Securities and
Exchange Commission, under the provisions of the Securities Act of 1934, as
amended, an annual report on Form 10-K; and

        WHEREAS, the undersigned is a director, an officer, or both an officer
and a director of the Company, as indicated below under his name:

        NOW, THEREFORE, the undersigned hereby constitutes and appoints RAMON
OLIU, JR., EDWARD M. DWYER and THOMAS C. WAJNERT, and each of them, as attorneys
for him and in his name, place and stead, and in each of his offices and
capacities as a director, an officer, or both an officer and a director of the
Company, to execute and file such annual report on Form 10-K, and thereafter to
execute and file any amendment or amendments thereto on Form 8, hereby giving
and granting to said attorneys full power and authority to do and perform each
and every act and thing whatsoever requisite and necessary to be done in and
about the premises, including the use or transmission of any personal
identification numbers assigned to the undersigned by the Securities and
Exchange Commission, as fully, for all intents and purposes, as the undersigned
might or could do if personally present at the doing thereof, hereby ratifying
and confirming all that said attorneys may or shall lawfully do, or cause to be
done, by virtue hereof.

        IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 4th day of March, 1996.

                                            Brooks Walker, Jr.
                                            -------------------------
                                            Brooks Walker, Jr.
                                            Director


STATE OF CALIFORNIA                     )
                                        )  ss.:
CITY & COUNTY OF SAN FRANCISCO           )


        On the 4th day of March, 1996, personally appeared before me, Brooks
Walker, Jr., to me known, and known to me to be the person described in and who
executed the foregoing instrument and duly acknowledged that he executed and
delivered the same for the purpose therein expressed.

        WITNESS my hand and official seal this 4th day of March, 1996.

                                            Gail J. Strack
                                            -----------------------
                                            Notary Public



<PAGE>
<PAGE>



                                POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS:

        WHEREAS, AT&T CAPITAL CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file shortly with the Securities and
Exchange Commission, under the provisions of the Securities Act of 1934, as
amended, an annual report on Form 10-K; and

        WHEREAS, the undersigned is a director, an officer, or both an officer
and a director of the Company, as indicated below under his name:

        NOW, THEREFORE, the undersigned hereby constitutes and appoints EDWARD
M. DWYER and THOMAS C. WAJNERT, and each of them, as attorneys for him and in
his name, place and stead, and in each of his offices and capacities as a
director, an officer, or both an officer and a director of the Company, to
execute and file such annual report on Form 10-K, and thereafter to execute and
file any amendment or amendments thereto on Form 8, hereby giving and granting
to said attorneys full power and authority to do and perform each and every act
and thing whatsoever requisite and necessary to be done in and about the
premises, including the use or transmission of any personal identification
numbers assigned to the undersigned by the Securities and Exchange Commission,
as fully, for all intents and purposes, as the undersigned might or could do if
personally present at the doing thereof, hereby ratifying and confirming all
that said attorneys may or shall lawfully do, or cause to be done, by virtue
hereof.

        IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 1st day of March, 1996.

                                            Ramon Oliu, Jr.
                                            -------------------------
                                            Ramon Oliu, Jr.
                                            Vice President and Controller


STATE OF NEW JERSEY            )
                               )  ss.:
COUNTY OF MORRIS               )


        On the 1st day of March, 1996, personally appeared before me, Ramon
Oliu, Jr., to me known, and known to me to be the person described in and who
executed the foregoing instrument and duly acknowledged that he executed and
delivered the same for the purpose therein expressed.

        WITNESS my hand and official seal this 1st day of March, 1996.

                                            Ann E. McNee
                                            -----------------------
                                            Notary Public
                                            Ann E. McNee



<PAGE>
<PAGE>



                                POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS:

        WHEREAS, AT&T CAPITAL CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file shortly with the Securities and
Exchange Commission, under the provisions of the Securities Act of 1934, as
amended, an annual report on Form 10-K; and

        WHEREAS, the undersigned is a director, an officer, or both an officer
and a director of the Company, as indicated below under his name:

        NOW, THEREFORE, the undersigned hereby constitutes and appoints RAMON
OLIU, JR. and THOMAS C. WAJNERT, and each of them, as attorneys for him and in
his name, place and stead, and in each of his offices and capacities as a
director, an officer, or both an officer and a director of the Company, to
execute and file such annual report on Form 10-K, and thereafter to execute and
file any amendment or amendments thereto on Form 8, hereby giving and granting
to said attorneys full power and authority to do and perform each and every act
and thing whatsoever requisite and necessary to be done in and about the
premises, including the use or transmission of any personal identification
numbers assigned to the undersigned by the Securities and Exchange Commission,
as fully, for all intents and purposes, as the undersigned might or could do if
personally present at the doing thereof, hereby ratifying and confirming all
that said attorneys may or shall lawfully do, or cause to be done, by virtue
hereof.

        IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 1st day of March, 1996.

                                            Edward M. Dwyer
                                            -------------------------
                                            Edward M. Dwyer
                                            Senior Vice President and
                                               Chief Financial Officer


STATE OF NEW JERSEY            )
                               )  ss.:
COUNTY OF MORRIS               )


        On the 1st day of March, 1996, personally appeared before me, Edward M.
Dwyer, to me known, and known to me to be the person described in and who
executed the foregoing instrument and duly acknowledged that he executed and
delivered the same for the purpose therein expressed.

        WITNESS my hand and official seal this 1st day of March, 1996.

                                            Ann E. McNee
                                            -----------------------
                                            Notary Public
                                            Ann E. McNee



<PAGE>
<PAGE>



                                POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS:

        WHEREAS, AT&T CAPITAL CORPORATION, a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file shortly with the Securities and
Exchange Commission, under the provisions of the Securities Act of 1934, as
amended, an annual report on Form 10-K; and

        WHEREAS, the undersigned is a director, an officer, or both an officer
and a director of the Company, as indicated below under his name:

        NOW, THEREFORE, the undersigned hereby constitutes and appoints RAMON
OLIU, JR., EDWARD M. DWYER and THOMAS C. WAJNERT, and each of them, as attorneys
for him and in his name, place and stead, and in each of his offices and
capacities as a director, an officer, or both an officer and a director of the
Company, to execute and file such annual report on Form 10-K, and thereafter to
execute and file any amendment or amendments thereto on Form 8, hereby giving
and granting to said attorneys full power and authority to do and perform each
and every act and thing whatsoever requisite and necessary to be done in and
about the premises, including the use or transmission of any personal
identification numbers assigned to the undersigned by the Securities and
Exchange Commission, as fully, for all intents and purposes, as the undersigned
might or could do if personally present at the doing thereof, hereby ratifying
and confirming all that said attorneys may or shall lawfully do, or cause to be
done, by virtue hereof.

        IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 1st day of March, 1996.

                                            Richard W. Miller
                                            -------------------------
                                            Richard W. Miller
                                            Director


STATE OF NEW JERSEY            )
                               )  ss.:
COUNTY OF MORRIS               )


        On the 1st day of March, 1996, personally appeared before me, Richard W.
Miller, to me known, and known to me to be the person described in and who
executed the foregoing instrument and duly acknowledged that he executed and
delivered the same for the purpose therein expressed.

        WITNESS my hand and official seal this 1st day of March, 1996.

                                            Ann E. McNee
                                            -----------------------
                                            Notary Public
                                            Ann E. McNee