EXHIBIT 24

                            COLE NATIONAL CORPORATION

                                POWER OF ATTORNEY

         Each of the undersigned officers and/or directors of Cole National
Corporation, a Delaware corporation (the "Corporation"), hereby constitutes and
appoints Jeffrey A. Cole, Lawrence Hyatt, Joseph Gaglioti, Ann Holt and Leslie
D. Dunn, and each of them, as the true and lawful attorney or attorneys-in-fact,
with full power of substitution and revocation, for the undersigned and in the
name, place and stead of the undersigned, to sign on behalf of the undersigned
an Annual Report on Form 10-K for the fiscal year ended February 1, 2003,
pursuant to Section 13 of the Securities Exchange Act of 1934 and to sign any
and all amendments to such Annual Report, and to file the same, with all
exhibits thereto, and other documents in connection therewith, with the
Securities and Exchange Commission, granting unto said attorney or
attorneys-in-fact, and each of them, 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, as fully to all intents and purposes as they might or could do 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, the undersigned have hereunto set their hands as of
the 27th day of March, 2003.

/s/ Jeffrey A. Cole                               /s/ Larry Pollock
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Jeffrey A. Cole, Director and Principal           Larry Pollock, Director
Executive Officer

/s/ Timothy F. Finley                             /s/ Irwin N. Gold
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Timothy F. Finley, Director                       Irwin N. Gold, Director

/s/ Melchert Frans Groot                          /s/ Peter V. Handal
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Melchert Frans Groot, Director                    Peter V. Handal, Director

/s/ Charles A. Ratner                             /s/ Walter J. Salmon
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Charles A. Ratner, Director                       Walter J. Salmon, Director

/s/ Ronald E. Eilers                              /s/ Ann Holt
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Ronald E. Eilers, Director                        Ann Holt, Principal
                                                  Accounting Officer
/s/ Lawrence E. Hyatt
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Lawrence E. Hyatt, Principal
Financial Officer