Exhibit 24 POWER OF ATTORNEY Each of the undersigned officers and directors of ROCKY SHOES & BOOTS, INC., an Ohio corporation (the "Company"), hereby appoints David Fraedrich and Curtis A. Loveland as his true and lawful attorneys-in-fact, or either of them, with power to act without the other, as his true and lawful attorney-in-fact, in his name and on his behalf, and in any and all capacities stated below, to sign and to cause to be filed with the Securities and Exchange Commission the Company's Registration Statement on Form S-8 to register under the Securities Act of 1933, as amended, an additional 500,000 shares of Common Stock, no par value, to be sold and distributed by the Company pursuant to the Company's 1995 Stock Option Plan, as amended (the "Plan") and such other number of shares as may be issued under the anti-dilution provisions of the Plan, and any and all amendments thereto, hereby granting unto said attorneys, and to each of them, full power and authority to do and perform in the name and on behalf of the undersigned, in any and all such capacities, every act and thing whatsoever necessary to be done in and about the premises as fully as each of the undersigned could or might do in person, hereby granting to each such attorney full power of substitution and revocation, and hereby ratifying all that any such attorney or his substitute may do by virtue hereof. IN WITNESS WHEREOF, the undersigned have executed this Power of Attorney in counterparts if necessary, effective as of August 18, 1998. /s/ Mike Brooks /s/ Barbara B. Fuller - ------------------------------------------- --------------------------- Mike Brooks, Chairman, Chief Executive Barbara B. Fuller, Director Officer, President, and Director (Principal Executive Officer) /s/ David Fraedrich /s/ Leonard L. Brown - ------------------------------------------- --------------------------- David Fraedrich, Executive Vice Leonard L. Brown, Director President, Chief Financial Officer, Treasurer, and Director (Principal Financial and Principal Accounting Officer) /s/ Curtis A. Loveland /s/ Robert D. Stix - ------------------------------------------- --------------------------- Curtis A. Loveland, Secretary and Robert D. Stix, Director Director /s/ Stanley I. Kravetz /s/ James L. Stewart - ------------------------------------------- --------------------------- Stanley I. Kravetz, Director James L. Stewart, Director