POWER OF ATTORNEY


         Know all by these presents, that the undersigned hereby constitutes and
appoints each of Howard S. Modlin, William Henry and Gerald Gordon the
undersigned's 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
                  General DataComm Industries, Inc. (the "Company"), Forms 3, 4,
                  and 5 in accordance with Section 16(a) of the Securities
                  Exchange Act of 1934 and the rules thereunder, and any other
                  forms or reports the undersigned may be required to file in
                  connection with the undersigned's ownership, acquisition, or
                  disposition of securities of the Company.

         (2)      do and perform any and all acts for and on behalf of the
                  undersigned which may be necessary or desirable to complete
                  and execute any such Form 3, 4, or 5, or other form or report,
                  and timely file such form or report 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, 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 such attorney-in-fact acting
singly full power and authority to do and perform any and every act and thing
whatsoever requisite, necessary, or 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 attorney-in-fact, in serving in such capacity at the request of the
undersigned, is 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 attorney-in-fact.


         IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney
to be executed as of this 26th day of September, 2003.



                                       /s/      HOWARD S. MODLIN
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                                                   Signature

                                                Howard S. Modlin
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