POWER OF ATTORNEY

     The undersigned,  Richard Irvine,  hereby constitutes and appoints James P.
Jimirro  or  Cora  M.  Victoriano.   as  the   undersigned's   true  and  lawful
attorney-in-fact  and  agent,  from the date  hereof  until  such  authority  is
terminated by me in writing, with full power of substitution and resubstitution,
for the undersigned and in the  undersigned's  name, place and stead, in any and
all capacities,  to sign any Form 3 - Initial Statement of Beneficial  Ownership
of  Securities,  Form 4 -  Statement  of  Changes  in  Beneficial  Ownership  of
Securities,  Form 5 - Annual  Statement of Changes in Beneficial  Ownership,  or
Form ID - Uniform Application For Access Codes to File on Edgar,  required to be
filed by the undersigned with respect to the undersigned's  beneficial ownership
of securities of National Lampoon,  Inc. (the "Company"),  and to file the same,
with all exhibits thereto,  with the Securities and Exchange  Commission and any
national  stock market on which the Company's  securities  are listed,  granting
unto said  attorney-in-fact and agent full power and authority to do and perform
each and every act and thing requisite and necessary to be done, as fully to all
intents  and  purposes  as such  person  might  or could  do in  person,  hereby
ratifying  and  confirming  all  that  said  attorney-in-fact  and  agent,  or a
substitute or substitutes, may lawfully do or cause to be done by virtue hereof.

     Executed as of this 14th day of May, 2004.



/s/ Richard Irvine
--------------------------------
Richard Irvine



STATE OF NEVADA )
                ) SS:
COUNTY OF CLARK )



     Before me, the undersigned  Notary Public in and for said State and County,
personally  appeared Richard Irvine, and acknowledged to me to be the person who
executed the foregoing  Power of Attorney as his/her act and deed, this 14th day
of May, 2004.


                                        /s/ Marina C. McPherson
                                        ----------------------------------------
                                        Notary Public


                                        Marina C. McPherson
                                        ----------------------------------------
                                        Printed Name


                                        Clark
                                        ----------------------------------------
                                        County of Residence

My Commission Expires: October 5, 2004