POWER OF ATTORNEY

Know all by these presents that the undersigned hereby
constitutes and appoints Stanley E. Soper or Alison Pitt,
signing singly, as his true and lawful attorney-in-fact for
the sole purpose and limited to:

1) execute for and on behalf of the undersigned Forms 3,
4, and 5 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 the execution of any such Form 3, 4 or
5 and the timely filing of such form with the United States
Securities and Exchange Commission and any other 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 or 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 his/her discretion.

The undersigned hereby grants to such attorney-in-fact full
power and authority to do and perform 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
his/her 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 any of the
undersigned?s responsibilities to comply with Section 16 of
the Securities Exchange Act of 1934.

IN WITNESS WHEREOF, the undersigned has caused this Power
of Attorney to be executed as of this 14th day of January,
2004.

/s/ Gregory M. Benson
Gregory M. Benson