POWER OF ATTORNEY
Know all by these presents, that the undersigned hereby constitutes and
appoints each of H. Katherine White, Sean E. Dempsey and Barbara A.
Pieczonka, signing singly, 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 Sealed Air
Corporation, a Delaware corporation formerly known as W. R. Grace & Co.
(the "Company"), Forms 3, 4 and 5, or any amendment thereof, in
accordance with Section 16(a) of the Securities Exchange Act of 1934
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 and
execute any such Form 3, 4 or 5, or any amendment thereof, and timely
file the same with the United States Securities and Exchange Commission,
the New York Stock Exchange and any other stock exchange or
similar authority with which the same are required to be filed; 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 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 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, or
any amendment thereof, 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.

IN WITNESS WHEREOF, the undersigned has caused this Power of
Attorney to be executed as of this 3rd day of September, 2002.


						/S/ James P. Mix
						  James P. Mix

d&o\poweraty\mix.pwr