EXHIBIT 24.2

                              POWER OF ATTORNEY


         KNOW ALL MEN BY THESE PRESENTS, that the undersigned, William J.
Kelly, Treasurer and Senior Vice President of Boston Partners, Inc., hereby
constitutes and appoints Mary Ann Iudice his true and lawful attorney-in-fact
and agent, for him and in his name, place and stead, to sign any Schedule 13G
or Schedule 13D relating to beneficial ownership and changes in beneficial
ownership of equity securities of the companies set forth on Exhibit A hereto
(each, a "Company" and, collectively, the "Companies"), and any amendment
thereto, and to file the same, with all exhibits thereto and other documents
in connection therewith, with the U.S. Securities and Exchange Commission, and
submit copies thereof to any securities exchange or automated quotation system
and to the applicable Company, granting unto said attorney-in-fact and agent
full power and authority to do and perform each and every act and thing
requisite or necessary to be done, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorney-in-fact and agent may lawfully do or cause to be done by
virtue hereof. This power-of-attorney shall expire at such time as Boston
Partners, Inc. ceases to be subject to filing requirements under Section 13(d)
and/or 13(g) under the Securities and Exchange Act of 1934, as amended, with
respect to the Companies.


                             /s/ William J. Kelly
                             --------------------
                             William J. Kelly

                             Dated: January 7, 2002







                                  EXHIBIT A


                    Companies Subject to Power of Attorney
                         Dated as of January 7, 2002


                    Interep National Radio Sales, Inc.
                    IPC Holdings, Ltd.
                    The Reader's Digest Association, Inc.
                    RehabCare Group, Inc.
                    Swift Energy Company
                    Ventiv Health, Inc.