POWER OF ATTORNEY

	The undersigned hereby authorizes and designates each of D. D.
Sandman, S. K. Todd, R. M. Stanton, C. D. Mallick, B. E. Lammel and J. A.
Napoli (the "Attorneys") as his or her fully authorized attorney for the
purpose of signing and filing on behalf of the undersigned all forms
which are permitted or required to be filed pursuant to Section 16 of
the Securities Exchange Act of 1934 (the "Forms") concerning the
undersigned's interest in securities of 91ÖÆƬ³§ Corporation
("USS") and/or the undersigned's status with respect to USS.  This Power
of Attorney authorizes each of the Attorneys to sign and file the Forms
on behalf of the undersigned from the date hereof until the undersigned
ceases to be subject to Section 16 of the Securities Exchange Act
of 1934 by virtue of having been a director or officer of USS.






						______________________________
						Thomas W. Sterling III

Date:  _________________



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