Exhibit 24.1

                                POWER OF ATTORNEY

      The undersigned hereby constitutes and appoints CHRISTOPHER E. FRENCH AND
EARLE A. MACKENZIE and each of them, to be the undersigned's true and lawful
attorney-in-fact for thirteen months from the date hereof to:

      (1)   execute for and on behalf of the undersigned any registration
            statements on Form S-8 and any amendments (including post-effective
            amendments) thereto relating to the Company's employee benefit
            plans, provided that any registration statement or amendment in
            final form is first reviewed by my attorney-in-fact; and his or her
            name, when thus signed, shall have the same force and effect as
            though I had manually signed the registration statement and/or
            amendment; and

      (2)   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 of, the
            undersigned, 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 his discretion.

      The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform all and every act and thing whatsoever necessary and
proper to be done in the exercise of any of the rights and powers herein
granted, with full power of substitution or revocation, hereby ratifying and
confirming all that such attorney-in-fact, or his 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 hereby revokes any and all
powers of attorney previously granted by the undersigned relating to the subject
matter of this Power of Attorney.

      The undersigned has caused this Power of Attorney to be executed as of
this 9th day of August 2005.

/s/ DOUGLAS C. ARTHUR
--------------------------
Douglas C. Arthur

/s/ NOEL M. BORDEN
--------------------------
Noel M. Borden

/s/ KEN L BURCH
--------------------------
Ken L. Burch

/S/ TRACY FITZSIMMONS
--------------------------
Tracy Fitzsimmons

/S/ CHRISTOPHER E. FRENCH
--------------------------
Christopher E. French

/s/ GROVER M. HOLLER
--------------------------
Grover M. Holler, Jr.

/S/ DALE S. LAM
--------------------------
Dale S. Lam

/S/ WILLIAM A. TRUBAN, JR.
--------------------------
William A. Truban, Jr.

/s/ JAMES E. ZERKEL II
--------------------------
James E. Zerkel II