Exhibit 24

                                POWER OF ATTORNEY

The  undersigned  does hereby make,  constitute and appoint John W. Dietrich and
Michael  W.  Borkowski  as  the   undersigned's   true  and  lawful  agents  and
attorneys-in-fact  (each hereinafter referred to as an "Attorney") to act either
together  or alone in the name and on  behalf  of the  undersigned  for and with
respect to the matters hereinafter described.

Each Attorney shall have the power and authority to prepare, execute and file in
the name and on behalf of the  undersigned  Forms 3, 4 and Form 5 (or such other
forms as may be  designated  from time to time by the  Securities  and  Exchange
Commission  (the  "Commission")  for such  purpose)  or any  amendments  thereto
required to be filed with the Commission by the  undersigned in accordance  with
Section  16(a)  of  the  Securities  Exchange  Act of  1934  in  respect  of the
undersigned's  holdings of, and  transactions in, equity  securities  (including
derivative securities) of Atlas Air Worldwide Holdings, Inc.

Each  Attorney  is hereby  authorized  to execute  and  deliver  all  documents,
acknowledgments,  consents and other  agreements and to take such further action
as may be necessary or  convenient  in order to more  effectively  carry out the
intent and purposes of the foregoing.

The Power of Attorney  conferred  hereby is not delegable by any Attorney.  Each
Attorney  shall serve without  compensation  for acting in the capacity of agent
and attorney-in-fact hereunder.

The undersigned  hereby ratifies,  confirms and adopts as the  undersigned's own
act and  deed  all  action  lawfully  taken  by the  Attorneys,  or any of them,
pursuant to the power and authority herein granted.

This Power of Attorney  shall be governed by, and construed in accordance  with,
the laws of the State of New York and  shall  remain  in full  force and  effect
until the  undersigned  is no longer  required to file Forms 3, 4 and 5 with the
Commission,  unless  earlier  revoked  by the  undersigned  in a signed  writing
delivered to any of the foregoing Attorneys.

IN WITNESS WHEREOF, the undersigned has set his or her hand this 3rd day of May,
2005.

                                                     /S/ GORDON L. HUTCHINSON
                                                     ___________________________
                                                     Signature


                                                     GORDON L. HUTCHINSON
                                                     ___________________________
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