Gaylord Container Corp/DE – ‘10-K’ for 9/30/00 – EX-24.1(B)

On:  Thursday, 12/7/00, at 5:28pm ET   ·   For:  9/30/00   ·   Accession #:  950137-0-5181   ·   File #:  1-09915

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Annual Report   —   Form 10-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                         58    326K 
 3: EX-4.12(B)  Supplemental Issuance Agreement                       17     57K 
 4: EX-4.14(B)  Amended and Restated Security Agreement               14     47K 
 5: EX-4.19(B)  Amendment #4 to the Pooling and Service Agreement     10     33K 
 6: EX-4.20(B)  Amendment #4 to the Receivable Purchase Agreement      5     19K 
 2: EX-4.3(B)   Amended and Restated Revolving Credit Agreement       69    220K 
 7: EX-10.1(B)  Amendment #2 to Employment Agreement                   2     12K 
 8: EX-10.2(B)  Amendment #1 to Employment Agreement                   3     14K 
 9: EX-10.3(B)  Amended and Restated Supplemental Exec. Ret. Plan      6     24K 
10: EX-10.5(B)  Amendment #1 to 1991 Severance Compensation Agmt.     11     43K 
11: EX-23.1(B)  Consent of Deloitte & Touche LLP                       1      7K 
12: EX-24.1(B)  Power of Attorney                                      2±    12K 
13: EX-27.1(B)  Financial Data Schedule                                1      8K 

EX-24.1(B)   —   Power of Attorney

EX-24.1(B)
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POWER OF ATTORNEY                                                EXHIBIT 24.1(b)
--------------------------------------------------------------------------------

Each of the undersigned, being a director or officer, or both, of GAYLORD       
CONTAINER CORPORATION, a Delaware corporation (the "Corporation"), does hereby  
constitute and appoint each of Marvin A. Pomerantz and Daniel P. Casey as his   
true and lawful attorney-in-fact and agent, with full power of substitution and 
resubstitution, for him/her and in his/her name, place and stead, in any and all
capacities, to sign the Corporation's Form 10-K for the Corporation's 2000      
fiscal year and to file same, together with all exhibits thereto and other      
attachments and documents in connection therewith, with the Securities and      
Exchange Commission, the American Stock Exchange and any other regulatory       
authority, and to sign, file or deliver such further documents and to take such 
further actions in connection therewith as each of the undersigned might or     
could do in person and as each such attorney and agent deems necessary or       
desirable; and each of the undersigned does hereby fully ratify and confirm all 
that said attorneys and agents, or any of them, or the substitute of any of     
them, shall do or cause to be done by virtue hereof.                            

Signature                                                                  Title

/s/ Marvin A. Pomerantz                        Chairman, Chief Executive Officer
----------------------------                                        and Director
Marvin A. Pomerantz                                (Principal Executive Officer)

/s/ Daniel P. Casey                                   Vice Chairman and Director
----------------------------                       (Principal Executive Officer)
Daniel P. Casey                                                                 

/s/ Jeffrey B. Park                                      Vice President, Finance
-----------------------------                     (Principal Accounting Officer)
Jeffrey B. Park                                                                 

/s/ Mary Sue Coleman                                                    Director
-----------------------------                                                   
Mary Sue Coleman                                                                

/s/ Harve A. Ferrill                                                    Director
-----------------------------                                                   
Harve A. Ferrill                                                                

/s/ John E. Goodenow                                                    Director
-----------------------------                                                   
John E. Goodenow                                                                

/s/ David B. Hawkins                                                            
-----------------------------                                           Director
David B. Hawkins                                                                

/s/ Warren J. Hayford                                                   Director
-----------------------------                                                   
Warren J. Hayford                                                               

/s/ Charles S. Johnson                                                  Director
-----------------------------                                                   
Charles S. Johnson                                                              

/s/ Jerry W. Kolb                                                       Director
-----------------------------                                                   
Jerry W. Kolb                                                                   

/s/ Ralph L. MacDonald Jr.                                              Director
-----------------------------                                                   
Ralph L. MacDonald Jr.                                                          

/s/ Thomas H. Stoner                                                    Director
-----------------------------                                                   
Thomas H. Stoner