EXHIBIT 24.1

                               POWER OF ATTORNEY

    KNOW ALL MEN BY THESE PRESENTS, that the undersigned, on behalf of Scottish
Annuity & Life Holdings, Ltd., a Cayman Islands company (the "Company"), hereby
constitutes and appoints Michael C. French and Scott E. Willkomm, and each of
them, the true and lawful attorney or attorneys-in-fact, with full power of
substitution and resubstitution, for the Company, to sign on behalf of the
Company and on behalf of the undersigned in his or her capacity as an officer
and/or a director of the Company, the Company's Annual Report on Form 10-K for
the year ended December 31, 2001, and to sign any or all amendments thereto, and
to file the same, with all exhibits thereto, and other documents in connection
therewith, to or with the Securities and Exchange Commission pursuant to the
Securities Exchange Act of 1934, as amended, and the regulations promulgated
thereunder, granting unto said attorney or attorneys-in-fact, and each of them
with or without the others, full power and authority to do and perform each and
every act and thing requisite and necessary to be done in and about the premises
in order to effectuate the same as fully to all intents and purposes as the
undersigned might or could in person, hereby ratifying and confirming all that
said attorney or attorneys-in- fact, or any of them or their substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.

    IN WITNESS WHEREOF, I have executed this Power of Attorney as of
February 28, 2002.

                                                  
                                                            /s/ SCOTT E.
    /s/ MICHAEL C. FRENCH         /s/ MICHAEL AUSTIN          WILLKOMM
------------------------------  ----------------------  ---------------------
      Michael C. French             Michael Austin        Scott E. Willkomm

        /s/ G. WILLIAM                                      /s/ HAZEL R.
       CAUFEILD-BROWNE           /s/ ROBERT M. CHMELY          O'LEARY
------------------------------  ----------------------  ---------------------
  G. William Caufeild-Browne       Robert M. Chmely       Hazel R. O'Leary

                                                            /s/ GLENN S.
      /s/ KHANH T. TRAN                                        SCHAFER
------------------------------  ----------------------  ---------------------
        Khanh T. Tran             Lord Norman Lamont      Glenn S. Schafer