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                                                                    EXHIBIT 24.1


                                POWER OF ATTORNEY

         KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned directors
of Lexmark International, Inc., a Delaware corporation ("Lexmark"), does hereby
make, constitute and appoint Paul J. Curlander, Gary E. Morin and Vincent J.
Cole, and each of them, with full power of substitution and revocation to each,
as the true and lawful attorney and agent for the undersigned, to execute in the
name, place and stead of the undersigned:

                  (a) one or more Registration Statements on an appropriate form
         proposed to be filed with the Securities and Exchange Commission
         ("SEC") for the purpose of registering under the Securities Act of
         1933, as amended (the "Securities Act"), such principal amount of debt
         securities of Lexmark as shall be determined pursuant to a resolution
         of the Board of Directors of Lexmark or any duly authorized committee
         thereof;

                  (b) any and all supplements and amendments (including, without
         limitation, post-effective amendments and any subsequent Registration
         Statements pursuant to Rule 462(b) under the Securities Act) to such
         Registration Statements; and

                  (c) any and all other documents and instruments which such
         attorneys and agents deem necessary or advisable to enable Lexmark to
         comply with (i) the Securities Act and the other federal securities
         laws of the United States of America (including, without limitation,
         the Securities Exchange Act of 1934, as amended, and the rules,
         regulations and requirements of the SEC in respect of any thereof, (ii)
         the securities or Blue Sky laws of any state or other governmental
         subdivision of the United States of America, (iii) the rules and
         regulations of the New York Stock Exchange, Inc. or any other national
         or foreign securities exchange or authorized interdealer quotation
         system, (iv) the requirements of the National Association of Securities
         Dealers, Inc. and (v) the securities laws of any foreign jurisdiction;
         and each of the undersigned does hereby ratify and confirm all that
         such attorneys-in-fact and agents, and each of them, shall do or cause
         to be done by virtue hereof. Each one of such attorneys-in-fact and
         agents shall have, and may exercise, all of the powers hereby
         conferred.

         IN WITNESS WHEREOF, the undersigned have set their hands this 23rd day
of February, 2001.


/s/ B. C. Ames                                  /s/ Teresa Beck
-------------------------------                 ------------------------------
B. Charles Ames                                 Teresa Beck


/s/ Frank T. Cary
-------------------------------                 ------------------------------
Frank T. Cary                                   Paul J. Curlander


/s/ William R. Fields                           /s/ Ralph E. Gomory
-------------------------------                 ------------------------------
William R. Fields                               Ralph E. Gomory
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/s/ Stephen R. Hardis                           /s/ James F. Hardymon
-------------------------------                 ------------------------------
Stephen R. Hardis                               James F. Hardymon


/s/ Robert Holland, Jr.                         /s/ M. L. Mann
-------------------------------                 ------------------------------
Robert Holland, Jr.                             Marvin L. Mann


/s/ Michael J. Maples                           /s/ Martin D. Walker
-------------------------------                 ------------------------------
Michael J. Maples                               Martin D. Walker



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