EX-24.1 8 a2115765zex-24_1.htm EXHIBIT 24.1
QuickLinks -- Click here to rapidly navigate through this document

EXHIBIT 24.1


POWER OF ATTORNEY

        KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Ralph E. Faison, Charles R. Nicholas or Gregory F. Maruszak, and each of them, his true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution for him and in his name, place and stead, in any and all capacities, to sign, execute and file one or more Registration Statements on Form S-8 in connection with the amendments to Andrew Corporation's benefit plans as approved at its annual meeting of stockholders held on February 11, 2003 as well as one or more Registration Statements on Form S-8 in connection with Andrew Corporation's acquisition of Allen Telecom Inc. and the assumption of Allen Telecom Inc.'s benefit plans pursuant to that acquisition and any and all amendments (including post-effective amendments) to such Registration Statements, and to file the same, with all exhibits thereto and all documents required to be filed with respect therewith, with the Securities and Exchange Commission or any regulatory authority, granting unto such attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith and about the premises in order to effectuate the same as fully to all intents and purposes as he might or could do if personally present, hereby ratifying and confirming all that such attorneys-in-fact and agents or his or their substitute or substitutes, may lawfully do or cause to be done. This Power of Attorney may be executed in two or more counterparts, each of which will be deemed an original and all of which together will constitute one and the same instrument.

        This Power of Attorney has been signed by the following persons in the capacities indicated on the 16th day of July, 2003.

/s/  FLOYD L. ENGLISH      
Floyd L. English
Chairman and Director
  /s/  RALPH E. FAISON      
Ralph E. Faison
President, Chief Executive Officer and
Director

/s/  
CHARLES R. NICHOLAS      
Charles R. Nicholas
Vice Chairman and Chief Financial Officer
Director

 

/s/  
GREGORY F. MARUSZAK      
Gregory F. Maruszak
Vice President, Finance and Administration and Chief
Accounting Officer

/s/  
JOHN G. BOLLINGER      
John G. Bollinger
Director

 

/s/  
THOMAS A. DONAHOE      
Thomas A. Donahoe
Director

/s/  
JERE D. FLUNO      
Jere D. Fluno
Director

 

/s/  
WILLIAM O. HUNT      
William O. Hunt
Director

/s/  
GERALD A. POCH      
Gerald A. Poch
Director

 

/s/  
GLEN O. TONEY      
Glen O. Toney
Director

/s/  
DENNIS L. WHIPPLE      
Dennis L. Whipple
Director

 

/s/  
PHILIP WM. COLBURN      
Philip Wm. Colburn
Director

/s/  
ROBERT G. PAUL      
Robert G. Paul
Director

 

 

1




QuickLinks

POWER OF ATTORNEY