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                                                                    EXHIBIT 24.1
                                POWER OF ATTORNEY


         KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned whose
signature appears below hereby constitutes and appoints Lawrence A. Johnson and
Randall T. Dugger, and each of them, his true and lawful attorneys-in-fact and
agents, with full powers of substitution and resubstitution, for him and in his
name, place and stead, in any and all capacities, to sign any and all (i)
amendments (including post-effective amendments) and additions to the ILX
Lightwave Corporation registration statement on Form S-1 (File No. 333-45120)
and (ii) registration statements, and any and all amendments thereto (including
post-effective amendments), relating to the offering contemplated pursuant to
Rule 462(b) under the Securities Act of 1933, as amended, and to file the same,
with all exhibits thereto, and other documents in connection therewith, with the
Securities and Exchange Commission, and hereby grants to such attorneys-in-fact
and agents and each of them full power and authority to do and perform each and
every act and thing requisite or necessary to be done in and about the premises,
as fully to all intents and purposes as he might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents or any of
them or his or their substitute or substitutes may lawfully do or cause to be
done by virtue hereof.



Signature                           Title                    Date
---------                           -----                    ----

                                                       
/s/ David I. Polinsky               Director                 October 19, 2000
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David I. Polinsky