Exhibit 24.3

                                POWER OF ATTORNEY

I, Kenneth M. Clinebell, a duly elected Executive Officer of COMDIAL
CORPORATION, a Delaware corporation, do hereby constitute and appoint Ralph R.
Dyer and Carla K. Luke, or either of them, my true and lawful attorneys-in-fact,
each with full power of substitution, for me and in my name, place and stead, in
any and all capacities (including without limitation, as Director of Comdial),
to sign Comdial's Annual Report on Form 10-K for the year ended December 31,
2002, which is to be filed with the Securities and Exchange Commission, with all
exhibits thereto, and any and all documents in connection therewith, hereby
granting unto said attorney-in-fact and agent full power and authority to do and
perform any and all acts and things requisite and necessary to be done, and
hereby ratifying and confirming all that said attorney-in-fact and agent may do
or cause to be done by virtue hereof. This power of attorney shall not terminate
upon my disability.

Dated: 03/27/03


       /s/ Kenneth M. Clinebell
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       Kenneth M. Clinebell