Abstract: A counterbalance valve connects a source of hydraulic fluid to a power piston-cylinder unit for positioning and/or holding a load such as a pivoted bucket arm of earth moving equipment. A directional control valve is operable to reverse the supply connection to the cylinder unit and to operatively close the connections thereto to hydraulically lock the cylinder unit and attached load in place, with a highly restrictive bleed passageway. The counterbalance valve has a first valved passageway between a pair of ports which includes a check valve to provide one directional flow between the two ports. A dual poppet valve unit includes a pair of parallel passageways in parallel with each other and with the first passageway. The double poppet valve includes a main poppet valve having a valve stem with a piston head and a spaced member of a larger effective area.