<PAGE>   1
                                                                      Exhibit 24



                                POWER OF ATTORNEY
                       ----------------------------------

         KNOW ALL MEN BY THESE PRESENTS that the undersigned director and/or
officer of CBS CORPORATION, a Pennsylvania corporation (the "Corporation"),
which is about to file with the Securities and Exchange Commission, Washington,
D.C., under the provisions of the Securities Exchange Act of 1934, as amended,
its Annual Report on Form 10-K, pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934, for the fiscal year ended December 31, 1999,
hereby constitutes and appoints Mel Karmazin, Fredric G. Reynolds, Louis J.
Briskman and Robert G. Freedline, his/her true and lawful attorneys-in-fact and
agents, and each of them, with full power to act without the others, for him/her
and in his/her name, place and stead, in any and all capacities, to sign the
Annual Report on Form 10-K and any and all amendments thereto, with power where
appropriate to affix the corporate seal of said Corporation thereto and to
attest said seal, and to file said Form 10-K and any and all other documents in
connection therewith, with the Securities Exchange Commission, hereby granting
unto said attorneys-in-fact and agents, and each of them, full power and
authority to do and perform any and all acts and things requisite and necessary
to be done in and about the premises as fully to all intents and purposes as
he/she might or could do in person, 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.

         IN WITNESS WHEREOF, the undersigned has duly signed this Power of
Attorney this 27th day of March, 2000.


                                                 /s/ George H. Conrades
                                                 -------------------------------


<PAGE>   2



                                POWER OF ATTORNEY
                       ----------------------------------

         KNOW ALL MEN BY THESE PRESENTS that the undersigned director and/or
officer of CBS CORPORATION, a Pennsylvania corporation (the "Corporation"),
which is about to file with the Securities and Exchange Commission, Washington,
D.C., under the provisions of the Securities Exchange Act of 1934, as amended,
its Annual Report on Form 10-K, pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934, for the fiscal year ended December 31, 1999,
hereby constitutes and appoints Mel Karmazin, Fredric G. Reynolds, Louis J.
Briskman and Robert G. Freedline, his/her true and lawful attorneys-in-fact and
agents, and each of them, with full power to act without the others, for him/her
and in his/her name, place and stead, in any and all capacities, to sign the
Annual Report on Form 10-K and any and all amendments thereto, with power where
appropriate to affix the corporate seal of said Corporation thereto and to
attest said seal, and to file said Form 10-K and any and all other documents in
connection therewith, with the Securities Exchange Commission, hereby granting
unto said attorneys-in-fact and agents, and each of them, full power and
authority to do and perform any and all acts and things requisite and necessary
to be done in and about the premises as fully to all intents and purposes as
he/she might or could do in person, 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.

         IN WITNESS WHEREOF, the undersigned has duly signed this Power of
Attorney this 27th day of March, 2000.


                                                /s/ Martin C. Dickinson
                                                -----------------------------


<PAGE>   3



                                POWER OF ATTORNEY
                       ----------------------------------

         KNOW ALL MEN BY THESE PRESENTS that the undersigned director and/or
officer of CBS CORPORATION, a Pennsylvania corporation (the "Corporation"),
which is about to file with the Securities and Exchange Commission, Washington,
D.C., under the provisions of the Securities Exchange Act of 1934, as amended,
its Annual Report on Form 10-K, pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934, for the fiscal year ended December 31, 1999,
hereby constitutes and appoints Mel Karmazin, Fredric G. Reynolds, Louis J.
Briskman and Robert G. Freedline, his/her true and lawful attorneys-in-fact and
agents, and each of them, with full power to act without the others, for him/her
and in his/her name, place and stead, in any and all capacities, to sign the
Annual Report on Form 10-K and any and all amendments thereto, with power where
appropriate to affix the corporate seal of said Corporation thereto and to
attest said seal, and to file said Form 10-K and any and all other documents in
connection therewith, with the Securities Exchange Commission, hereby granting
unto said attorneys-in-fact and agents, and each of them, full power and
authority to do and perform any and all acts and things requisite and necessary
to be done in and about the premises as fully to all intents and purposes as
he/she might or could do in person, 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.

         IN WITNESS WHEREOF, the undersigned has duly signed this Power of
Attorney this 27th day of March, 2000.


                                              /s/ William H. Gray
                                              -----------------------------


<PAGE>   4



                                POWER OF ATTORNEY
                       ----------------------------------

         KNOW ALL MEN BY THESE PRESENTS that the undersigned director and/or
officer of CBS CORPORATION, a Pennsylvania corporation (the "Corporation"),
which is about to file with the Securities and Exchange Commission, Washington,
D.C., under the provisions of the Securities Exchange Act of 1934, as amended,
its Annual Report on Form 10-K, pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934, for the fiscal year ended December 31, 1999,
hereby constitutes and appoints Mel Karmazin, Fredric G. Reynolds, Louis J.
Briskman and Robert G. Freedline, his/her true and lawful attorneys-in-fact and
agents, and each of them, with full power to act without the others, for him/her
and in his/her name, place and stead, in any and all capacities, to sign the
Annual Report on Form 10-K and any and all amendments thereto, with power where
appropriate to affix the corporate seal of said Corporation thereto and to
attest said seal, and to file said Form 10-K and any and all other documents in
connection therewith, with the Securities Exchange Commission, hereby granting
unto said attorneys-in-fact and agents, and each of them, full power and
authority to do and perform any and all acts and things requisite and necessary
to be done in and about the premises as fully to all intents and purposes as
he/she might or could do in person, 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.

         IN WITNESS WHEREOF, the undersigned has duly signed this Power of
Attorney this 27th day of March, 2000.


                                                  /s/ Mel Karmazin
                                                  -----------------------------


<PAGE>   5



                                POWER OF ATTORNEY
                       ----------------------------------

         KNOW ALL MEN BY THESE PRESENTS that the undersigned director and/or
officer of CBS CORPORATION, a Pennsylvania corporation (the "Corporation"),
which is about to file with the Securities and Exchange Commission, Washington,
D.C., under the provisions of the Securities Exchange Act of 1934, as amended,
its Annual Report on Form 10-K, pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934, for the fiscal year ended December 31, 1999,
hereby constitutes and appoints Mel Karmazin, Fredric G. Reynolds, Louis J.
Briskman and Robert G. Freedline, his/her true and lawful attorneys-in-fact and
agents, and each of them, with full power to act without the others, for him/her
and in his/her name, place and stead, in any and all capacities, to sign the
Annual Report on Form 10-K and any and all amendments thereto, with power where
appropriate to affix the corporate seal of said Corporation thereto and to
attest said seal, and to file said Form 10-K and any and all other documents in
connection therewith, with the Securities Exchange Commission, hereby granting
unto said attorneys-in-fact and agents, and each of them, full power and
authority to do and perform any and all acts and things requisite and necessary
to be done in and about the premises as fully to all intents and purposes as
he/she might or could do in person, 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.

         IN WITNESS WHEREOF, the undersigned has duly signed this Power of
Attorney this 27th day of March, 2000.


                                                /s/ Jan Leschly
                                                -----------------------------


<PAGE>   6



                                POWER OF ATTORNEY
                       ----------------------------------

         KNOW ALL MEN BY THESE PRESENTS that the undersigned director and/or
officer of CBS CORPORATION, a Pennsylvania corporation (the "Corporation"),
which is about to file with the Securities and Exchange Commission, Washington,
D.C., under the provisions of the Securities Exchange Act of 1934, as amended,
its Annual Report on Form 10-K, pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934, for the fiscal year ended December 31, 1999,
hereby constitutes and appoints Mel Karmazin, Fredric G. Reynolds, Louis J.
Briskman and Robert G. Freedline, his/her true and lawful attorneys-in-fact and
agents, and each of them, with full power to act without the others, for him/her
and in his/her name, place and stead, in any and all capacities, to sign the
Annual Report on Form 10-K and any and all amendments thereto, with power where
appropriate to affix the corporate seal of said Corporation thereto and to
attest said seal, and to file said Form 10-K and any and all other documents in
connection therewith, with the Securities Exchange Commission, hereby granting
unto said attorneys-in-fact and agents, and each of them, full power and
authority to do and perform any and all acts and things requisite and necessary
to be done in and about the premises as fully to all intents and purposes as
he/she might or could do in person, 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.

         IN WITNESS WHEREOF, the undersigned has duly signed this Power of
Attorney this 27th day of March, 2000.


                                                 /s/ David T. McLaughlin
                                                 -----------------------------


<PAGE>   7



                                POWER OF ATTORNEY
                       ----------------------------------

         KNOW ALL MEN BY THESE PRESENTS that the undersigned director and/or
officer of CBS CORPORATION, a Pennsylvania corporation (the "Corporation"),
which is about to file with the Securities and Exchange Commission, Washington,
D.C., under the provisions of the Securities Exchange Act of 1934, as amended,
its Annual Report on Form 10-K, pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934, for the fiscal year ended December 31, 1999,
hereby constitutes and appoints Mel Karmazin, Fredric G. Reynolds, Louis J.
Briskman and Robert G. Freedline, his/her true and lawful attorneys-in-fact and
agents, and each of them, with full power to act without the others, for him/her
and in his/her name, place and stead, in any and all capacities, to sign the
Annual Report on Form 10-K and any and all amendments thereto, with power where
appropriate to affix the corporate seal of said Corporation thereto and to
attest said seal, and to file said Form 10-K and any and all other documents in
connection therewith, with the Securities Exchange Commission, hereby granting
unto said attorneys-in-fact and agents, and each of them, full power and
authority to do and perform any and all acts and things requisite and necessary
to be done in and about the premises as fully to all intents and purposes as
he/she might or could do in person, 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.

         IN WITNESS WHEREOF, the undersigned has duly signed this Power of
Attorney this 27th day of March, 2000.


                                                   /s/ Leslie Moonves
                                                   -----------------------------


<PAGE>   8



                                POWER OF ATTORNEY
                       ----------------------------------

         KNOW ALL MEN BY THESE PRESENTS that the undersigned director and/or
officer of CBS CORPORATION, a Pennsylvania corporation (the "Corporation"),
which is about to file with the Securities and Exchange Commission, Washington,
D.C., under the provisions of the Securities Exchange Act of 1934, as amended,
its Annual Report on Form 10-K, pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934, for the fiscal year ended December 31, 1999,
hereby constitutes and appoints Mel Karmazin, Fredric G. Reynolds, Louis J.
Briskman and Robert G. Freedline, his/her true and lawful attorneys-in-fact and
agents, and each of them, with full power to act without the others, for him/her
and in his/her name, place and stead, in any and all capacities, to sign the
Annual Report on Form 10-K and any and all amendments thereto, with power where
appropriate to affix the corporate seal of said Corporation thereto and to
attest said seal, and to file said Form 10-K and any and all other documents in
connection therewith, with the Securities Exchange Commission, hereby granting
unto said attorneys-in-fact and agents, and each of them, full power and
authority to do and perform any and all acts and things requisite and necessary
to be done in and about the premises as fully to all intents and purposes as
he/she might or could do in person, 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.

         IN WITNESS WHEREOF, the undersigned has duly signed this Power of
Attorney this 27th day of March, 2000.


                                                  /s/ Richard R. Pivirotto
                                                  -----------------------------


<PAGE>   9



                                POWER OF ATTORNEY
                       ----------------------------------

         KNOW ALL MEN BY THESE PRESENTS that the undersigned director and/or
officer of CBS CORPORATION, a Pennsylvania corporation (the "Corporation"),
which is about to file with the Securities and Exchange Commission, Washington,
D.C., under the provisions of the Securities Exchange Act of 1934, as amended,
its Annual Report on Form 10-K, pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934, for the fiscal year ended December 31, 1999,
hereby constitutes and appoints Mel Karmazin, Fredric G. Reynolds, Louis J.
Briskman and Robert G. Freedline, his/her true and lawful attorneys-in-fact and
agents, and each of them, with full power to act without the others, for him/her
and in his/her name, place and stead, in any and all capacities, to sign the
Annual Report on Form 10-K and any and all amendments thereto, with power where
appropriate to affix the corporate seal of said Corporation thereto and to
attest said seal, and to file said Form 10-K and any and all other documents in
connection therewith, with the Securities Exchange Commission, hereby granting
unto said attorneys-in-fact and agents, and each of them, full power and
authority to do and perform any and all acts and things requisite and necessary
to be done in and about the premises as fully to all intents and purposes as
he/she might or could do in person, 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.

         IN WITNESS WHEREOF, the undersigned has duly signed this Power of
Attorney this 27th day of March, 2000.


                                                   /s/ Raymond W. Smith
                                                   -----------------------------


<PAGE>   10



                                POWER OF ATTORNEY
                       ----------------------------------

         KNOW ALL MEN BY THESE PRESENTS that the undersigned director and/or
officer of CBS CORPORATION, a Pennsylvania corporation (the "Corporation"),
which is about to file with the Securities and Exchange Commission, Washington,
D.C., under the provisions of the Securities Exchange Act of 1934, as amended,
its Annual Report on Form 10-K, pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934, for the fiscal year ended December 31, 1999,
hereby constitutes and appoints Mel Karmazin, Fredric G. Reynolds, Louis J.
Briskman and Robert G. Freedline, his/her true and lawful attorneys-in-fact and
agents, and each of them, with full power to act without the others, for him/her
and in his/her name, place and stead, in any and all capacities, to sign the
Annual Report on Form 10-K and any and all amendments thereto, with power where
appropriate to affix the corporate seal of said Corporation thereto and to
attest said seal, and to file said Form 10-K and any and all other documents in
connection therewith, with the Securities Exchange Commission, hereby granting
unto said attorneys-in-fact and agents, and each of them, full power and
authority to do and perform any and all acts and things requisite and necessary
to be done in and about the premises as fully to all intents and purposes as
he/she might or could do in person, 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.

         IN WITNESS WHEREOF, the undersigned has duly signed this Power of
Attorney this 27th day of March, 2000.


                                                  /s/ Paula Stern
                                                  -----------------------------


<PAGE>   11



                                POWER OF ATTORNEY
                       ----------------------------------

         KNOW ALL MEN BY THESE PRESENTS that the undersigned director and/or
officer of CBS CORPORATION, a Pennsylvania corporation (the "Corporation"),
which is about to file with the Securities and Exchange Commission, Washington,
D.C., under the provisions of the Securities Exchange Act of 1934, as amended,
its Annual Report on Form 10-K, pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934, for the fiscal year ended December 31, 1999,
hereby constitutes and appoints Mel Karmazin, Fredric G. Reynolds, Louis J.
Briskman and Robert G. Freedline, his/her true and lawful attorneys-in-fact and
agents, and each of them, with full power to act without the others, for him/her
and in his/her name, place and stead, in any and all capacities, to sign the
Annual Report on Form 10-K and any and all amendments thereto, with power where
appropriate to affix the corporate seal of said Corporation thereto and to
attest said seal, and to file said Form 10-K and any and all other documents in
connection therewith, with the Securities Exchange Commission, hereby granting
unto said attorneys-in-fact and agents, and each of them, full power and
authority to do and perform any and all acts and things requisite and necessary
to be done in and about the premises as fully to all intents and purposes as
he/she might or could do in person, 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.

         IN WITNESS WHEREOF, the undersigned has duly signed this Power of
Attorney this 27th day of March, 2000.


                                                  /s/ Patty Stonesifer
                                                  -----------------------------


<PAGE>   12



                                POWER OF ATTORNEY
                       ----------------------------------

         KNOW ALL MEN BY THESE PRESENTS that the undersigned director and/or
officer of CBS CORPORATION, a Pennsylvania corporation (the "Corporation"),
which is about to file with the Securities and Exchange Commission, Washington,
D.C., under the provisions of the Securities Exchange Act of 1934, as amended,
its Annual Report on Form 10-K, pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934, for the fiscal year ended December 31, 1999,
hereby constitutes and appoints Mel Karmazin, Fredric G. Reynolds, Louis J.
Briskman and Robert G. Freedline, his/her true and lawful attorneys-in-fact and
agents, and each of them, with full power to act without the others, for him/her
and in his/her name, place and stead, in any and all capacities, to sign the
Annual Report on Form 10-K and any and all amendments thereto, with power where
appropriate to affix the corporate seal of said Corporation thereto and to
attest said seal, and to file said Form 10-K and any and all other documents in
connection therewith, with the Securities Exchange Commission, hereby granting
unto said attorneys-in-fact and agents, and each of them, full power and
authority to do and perform any and all acts and things requisite and necessary
to be done in and about the premises as fully to all intents and purposes as
he/she might or could do in person, 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.

         IN WITNESS WHEREOF, the undersigned has duly signed this Power of
Attorney this 27th day of March, 2000.


                                                 /s/ Robert D. Walter
                                                 -----------------------------


<PAGE>   13



                                POWER OF ATTORNEY
                       ----------------------------------

         KNOW ALL MEN BY THESE PRESENTS that the undersigned director and/or
officer of CBS CORPORATION, a Pennsylvania corporation (the "Corporation"),
which is about to file with the Securities and Exchange Commission, Washington,
D.C., under the provisions of the Securities Exchange Act of 1934, as amended,
its Annual Report on Form 10-K, pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934, for the fiscal year ended December 31, 1999,
hereby constitutes and appoints Mel Karmazin, Fredric G. Reynolds, Louis J.
Briskman and Robert G. Freedline, his/her true and lawful attorneys-in-fact and
agents, and each of them, with full power to act without the others, for him/her
and in his/her name, place and stead, in any and all capacities, to sign the
Annual Report on Form 10-K and any and all amendments thereto, with power where
appropriate to affix the corporate seal of said Corporation thereto and to
attest said seal, and to file said Form 10-K and any and all other documents in
connection therewith, with the Securities Exchange Commission, hereby granting
unto said attorneys-in-fact and agents, and each of them, full power and
authority to do and perform any and all acts and things requisite and necessary
to be done in and about the premises as fully to all intents and purposes as
he/she might or could do in person, 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.

         IN WITNESS WHEREOF, the undersigned has duly signed this Power of
Attorney this 27th day of March, 2000.


                                               /s/ Fredric G. Reynolds
                                               -----------------------------


<PAGE>   14



                                POWER OF ATTORNEY
                       ----------------------------------

         KNOW ALL MEN BY THESE PRESENTS that the undersigned director and/or
officer of CBS CORPORATION, a Pennsylvania corporation (the "Corporation"),
which is about to file with the Securities and Exchange Commission, Washington,
D.C., under the provisions of the Securities Exchange Act of 1934, as amended,
its Annual Report on Form 10-K, pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934, for the fiscal year ended December 31, 1999,
hereby constitutes and appoints Mel Karmazin, Fredric G. Reynolds, Louis J.
Briskman and Robert G. Freedline, his/her true and lawful attorneys-in-fact and
agents, and each of them, with full power to act without the others, for him/her
and in his/her name, place and stead, in any and all capacities, to sign the
Annual Report on Form 10-K and any and all amendments thereto, with power where
appropriate to affix the corporate seal of said Corporation thereto and to
attest said seal, and to file said Form 10-K and any and all other documents in
connection therewith, with the Securities Exchange Commission, hereby granting
unto said attorneys-in-fact and agents, and each of them, full power and
authority to do and perform any and all acts and things requisite and necessary
to be done in and about the premises as fully to all intents and purposes as
he/she might or could do in person, 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.

         IN WITNESS WHEREOF, the undersigned has duly signed this Power of
Attorney this 27th day of March, 2000.


                                                /s/ Robert G. Freedline
                                                -----------------------------


<PAGE>   15



                     EXTRACT FROM MINUTES OF MEETING OF THE
                              BOARD OF DIRECTORS OF
                                 CBS CORPORATION
                            HELD ON JANUARY 26, 2000

                            ------------------------

         RESOLVED, that the Chief Executive Officer, President, Executive Vice
President and Chief Financial Officer, Executive Vice President and General
Counsel, Principal Accounting Officer, Vice President and Treasurer, and Vice
President, Secretary and Deputy General Counsel of the Company are, and each of
them with full power to act without the others hereby is, authorized to prepare,
or cause to be prepared, and to execute the Company's Annual Report on Form 10-K
for the year ended December 31, 1999 and the Company's Quarterly Reports on Form
10-Q for 2000, as well as any and all other reports or documents to be filed by
the Company and/or its subsidiaries with the Securities and Exchange Commission,
and any and all amendments thereto, on behalf of and as attorneys for the
Company and/or its subsidiaries, and to file said Forms 10-K and 10-Q and other
reports or documents, and any and all amendments thereto, with all exhibits
thereto and any and all other documents in connection therewith, with the
Securities and Exchange Commission on behalf of, and as attorneys for, the
Company and/or its subsidiaries.

                             -----------------------

         I, JULIANNE O'RIORDAN, Assistant Secretary of CBS Corporation, DO
HEREBY CERTIFY that the foregoing is a true and correct copy of resolutions
adopted at a meeting of the Board of Directors of said Company held on January
26, 2000, at which meeting a quorum was present and which resolution is still in
full force and effect.

         IN WITNESS WHEREOF, I have hereunto set my hand and affixed the seal of
said Company.

Dated: March 28, 2000


                                                 /s/ Julianne O'Riordan
                                                 -----------------------
                                                 Assistant Secretary