Exhibit 24.1
POWER OF ATTORNEY
For Executing Forms 3, 4 and 5
For Issuer: NuStar GP Holdings, LLC

Know all by these present, that the undersigned hereby constitutes and appoints each of Amy L.
Perry, Michelle S. Miller and Maria L. Champion, signing singly, his/her true and lawful attorney-in-
fact to:

(1)	execute for and on behalf of the undersigned, in the undersigned's capacity as an officer
and/or director of NuStar GP Holdings, LLC (the "Company"), Forms 3, 4 and 5 in
accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended, and the
rules thereunder;

(2)	do and perform any and all acts for and on behalf of the undersigned which may be necessary
or desirable to complete the execution of any such Form 3, 4 or 5 and timely file such form
with the United States Securities and Exchange Commission and any stock exchange or
similar authority; and

(3)	take any other action of any type whatsoever in connection with the foregoing which, in the
opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally
required by, the undersigned, either under the rules of the United States Securities and
Exchange Commission, any state securities commission, or any authority of Canada or any
province thereof, it being understood that the documents executed by such attorney-in-fact on
behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-
fact's discretion.

The undersigned hereby grants to each attorney-in-fact full power and authority to do and perform
any and every act and thing whatsoever requisite, necessary, and proper to be done in the exercise of
any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned
might or could do if personally present, with full power of substitution or revocation, hereby ratifying
and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein
granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such
capacity at the request of the undersigned, are not assuming, nor is the Company assuming any of the
undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer
required to file Forms 3, 4 and 5 with respect to the undersigned's holdings of and transactions in
securities issued by the Company, unless earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.  The undersigned acknowledges that the attorneys-in-fact
are not assuming any of the undersigned's responsibilities to comply with Section 16 of the Securities
Exchange Act of 1934, as amended, or any other applicable statute.  Any previous Power of Attorney
covering the same subject matter hereof is hereby revoked effective the date hereof.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of
the 3rd day of November, 2014.

			/s/ Thomas R. Shoaf
			Thomas R. Shoaf