<DOCUMENT>
<TYPE>EX-24.3
<SEQUENCE>8
<FILENAME>dex243.txt
<DESCRIPTION>POWER OF ATTORNEY
<TEXT>

<PAGE>

                                                                    Exhibit 24.3

                               POWER OF ATTORNEY

   I, W. H. Adams III, hereby authorize and appoint Louis G. Baldwin and Bennie
G. Kniffen, and each of them, any one of whom may act without the joinder of
the other, with full power of substitution, as my attorney-in-fact to sign on
my behalf individually and in my capacity as a Director of Cross Timbers Oil
Company all amendments and post-effective amendments to Registration Statement
No. 333-56983, and any related registration statement filed pursuant to Rule
462(b) under the Securities Act of 1933 and all amendments and post-effective
amendments thereto, as such attorney-in-fact may deem necessary or appropriate.

Dated May 15, 2001

                                          /s/ W. H. ADAMS III
                                          ---------------------------------
                                          W. H. Adams III
</TEXT>
</DOCUMENT>
