EXHIBIT 24.1



POWER OF ATTORNEY



KNOW ALL MEN BY THESE PRESENTS, That the undersigned officers and/or directors of U.S.I. Holdings Corporation, a Delaware corporation, do and each of them
does, hereby constitute and appoint David L. Eslick and Robert S. Schneider, his true and lawful attorneys-in-fact and agents, and each of them with full power to act without the others, for him and in his name, place and stead, to sign the U.S.I.
Holdings Corporation Form 10-K for the year ending December 31, 2003 and any and all future amendments thereto; and to file said Form 10-K and any such amendments with all exhibits thereto, and any and all other documents in connection therewith,
with the Securities and Exchange Commission, hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, may lawfully do or cause to be done by virtue hereof.



|                                                |  |                                                                                            |  |               
|----------------------------------------------- |  | ------------------------------------------------------------------------------------------ |  | --------------
|Signature                                       |  | Title                                                                                      |  | Date          
|                                                |  |                                                                                           
|/s/    DAVID L.
ESLICKDavid L.
Eslick           |  | Chairman, President and Chief Executive Officer (Principal Executive Officer) and Director |  | March 12, 2004
|                                                |  |                                                                                           
|/s/    ROBERT S.
SCHNEIDERRobert S.
Schneider   |  | Chief Financial Officer (Principal Financial Officer)                                      |  | March 12, 2004
|                                                |  |                                                                                           
|/s/    DAVID A.
HESSDavid A. Hess               |  | Vice President, Finance (Principal Accounting Officer)                                     |  | March 12, 2004
|                                                |  |                                                                                           
|/s/    RICHARD A.
HAVERLANDRichard A.
Haverland |  | Director                                                                                   |  | March 12, 2004
|                                                |  |                                                                                           
|/s/    THOMAS A.
HAYESThomas A.
Hayes           |  | Director                                                                                   |  | March 12, 2004
|                                                |  |                                                                                           
|/s/    RONALD E.
FRIEDENRonald E.
Frieden       |  | Director                                                                                   |  | March 12, 2004
|                                                |  |                                                                                           
|/s/    L. BEN
LYTLEL. Ben Lytle                 |  | Director                                                                                   |  | March 12, 2004
|                                                |  |                                                                                           
|/s/    ROBERT A.
SPASSRobert A.
Spass           |  | Director                                                                                   |  | March 12, 2004
|                                                |  |                                                                                           
|/s/    ROBERT F.
WRIGHTRobert F.
Wright         |  | Director                                                                                   |  | March 12, 2004



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