EXHIBIT 24
1. Powers of Attorney from the following persons are attached:
Patricia C. Barron
William O. Bourke
Thomas A. Graves, Jr.
John R. Hall
Robert L. Hintz
William H. Joyce
David P. Reynolds
Randolph N. Reynolds
James M. Ringler
Charles A. Sanders
Robert J. Vlasic
Joe B. Wyatt
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby
constitutes and appoints D. Michael Jones and Brenda A. Hart, or either of
them, her true and lawful attorneys-in-fact and agents, with full power of
substitution and resubstitution, for her and in her name, place and stead,
in any and all capacities (including without limitation in any capacity on
behalf of Reynolds Metals Company (the "Company")), to
(i) Sign the Annual Report on Form 10-K of the Company for the
year ended December 31, 1994 and any and all amendments thereto, and
to file the same, with all exhibits thereto, and all documents in
connection therewith, if any, with the Securities and Exchange
Commission (the "SEC"), and to take all such other action which they
or either of them may consider necessary or desirable in connection
therewith, all in accordance with the Securities Exchange Act of 1934,
as amended; and
(ii) Sign any and all post-effective amendments to the Company's
Registration Statements relating to (a) the offer and sale of
interests in the Reynolds Metals Company Savings and Investment Plan
for Salaried Employees and an indefinite number of shares of the
Company's common stock, without par value (the "Common Stock") in
connection therewith; (b) the offer and sale of up to 900,000 shares
of Common Stock together with an indeterminate amount of interests to
be offered and sold in connection therewith under the Reynolds Metals
Company Savings Plan for Hourly Employees; (c) the offer and sale of
up to 50,000 shares of Common Stock together with an indeterminate
amount of interests to be offered and sold in connection therewith
under the Employees Savings Plan; (d) the offer and sale of 1,200,000
shares of Common Stock under the Reynolds Metals Company 1982
Nonqualified Stock Option Plan; (e) the offer and sale of 3,000,000
shares of Common Stock under the Reynolds Metals Company 1987
Nonqualified Stock Option Plan; (f) the offer and sale of 3,250,000
shares of Common Stock under the Reynolds Metals Company 1992
Nonqualified Stock Option Plan; and (g) the offer and sale of 30,000
shares of Common Stock under the Reynolds Metals Company Restricted
Stock Plan for Outside Directors; and to file the same, with all
exhibits thereto, and all documents in connection therewith, with the
SEC; and
(iii) Sign any and all Registration Statements on Form S-3, or on
such other form as may be appropriate, for registration of the shares
of Common Stock and Series A Junior Participating Preferred Stock
(without par value) of the Company, issuable upon exercise of Rights
(as defined in the Rights Agreement between the Company and The Chase
Manhattan Bank, N.A., dated as of November 23, 1987, as amended from
time to time) and any and all amendments (including post-effective
amendments) to such Registration Statements, and to file the same,
with all exhibits thereto, and all preliminary prospectuses,
prospectuses, prospectus supplements and documents in connection
therewith, with the SEC; and
(iv) Sign any and all post-effective amendments to the Company's
Registration Statements relating to the offer and sale of up to
$1,650,000,000 principal amount of unsecured debt securities of the
Company, and to file the same, with all exhibits thereto, and all
prospectuses, prospectus supplements, pricing supplements and
documents in connection therewith, with the SEC; and
(v) Sign any and all post-effective amendments to the Company's
Registration Statement relating to the offer and resale from time to
time of up to 3,000,000 shares of Common Stock by the Trustee of the
Reynolds Metals Company Pension Plans Master Trust, and to file the
same, with all exhibits thereto, and all prospectuses, prospectus
supplements, pricing supplements and documents in connection
therewith, with the SEC;
granting unto each of said attorneys-in-fact and agents 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 the
undersigned might or could do in person, hereby ratifying and confirming
all that each of said attorneys-in-fact and agents, or his or her
substitute or substitutes, may lawfully do or cause to be done by virtue
hereof.
This Power of Attorney shall expire on the 29th day of February,
1996.
IN WITNESS WHEREOF, the undersigned has executed and delivered
this Power of Attorney on the 17th day of February, 1995.
Patricia C. Barron
Patricia C. Barron
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby
constitutes and appoints D. Michael Jones and Brenda A. Hart, or either of
them, his true and lawful attorneys-in-fact and agents, with full power of
substitution and resubstitution, for him and in his name, place and stead,
in any and all capacities (including without limitation in any capacity on
behalf of Reynolds Metals Company (the "Company")), to
(i) Sign the Annual Report on Form 10-K of the Company for the
year ended December 31, 1994 and any and all amendments thereto, and
to file the same, with all exhibits thereto, and all documents in
connection therewith, if any, with the Securities and Exchange
Commission (the "SEC"), and to take all such other action which they
or either of them may consider necessary or desirable in connection
therewith, all in accordance with the Securities Exchange Act of 1934,
as amended; and
(ii) Sign any and all post-effective amendments to the Company's
Registration Statements relating to (a) the offer and sale of
interests in the Reynolds Metals Company Savings and Investment Plan
for Salaried Employees and an indefinite number of shares of the
Company's common stock, without par value (the "Common Stock") in
connection therewith; (b) the offer and sale of up to 900,000 shares
of Common Stock together with an indeterminate amount of interests to
be offered and sold in connection therewith under the Reynolds Metals
Company Savings Plan for Hourly Employees; (c) the offer and sale of
up to 50,000 shares of Common Stock together with an indeterminate
amount of interests to be offered and sold in connection therewith
under the Employees Savings Plan; (d) the offer and sale of 1,200,000
shares of Common Stock under the Reynolds Metals Company 1982
Nonqualified Stock Option Plan; (e) the offer and sale of 3,000,000
shares of Common Stock under the Reynolds Metals Company 1987
Nonqualified Stock Option Plan; (f) the offer and sale of 3,250,000
shares of Common Stock under the Reynolds Metals Company 1992
Nonqualified Stock Option Plan; and (g) the offer and sale of 30,000
shares of Common Stock under the Reynolds Metals Company Restricted
Stock Plan for Outside Directors; and to file the same, with all
exhibits thereto, and all documents in connection therewith, with the
SEC; and
(iii) Sign any and all Registration Statements on Form S-3, or on
such other form as may be appropriate, for registration of the shares
of Common Stock and Series A Junior Participating Preferred Stock
(without par value) of the Company, issuable upon exercise of Rights
(as defined in the Rights Agreement between the Company and The Chase
Manhattan Bank, N.A., dated as of November 23, 1987, as amended from
time to time) and any and all amendments (including post-effective
amendments) to such Registration Statements, and to file the same,
with all exhibits thereto, and all preliminary prospectuses,
prospectuses, prospectus supplements and documents in connection
therewith, with the SEC; and
(iv) Sign any and all post-effective amendments to the Company's
Registration Statements relating to the offer and sale of up to
$1,650,000,000 principal amount of unsecured debt securities of the
Company, and to file the same, with all exhibits thereto, and all
prospectuses, prospectus supplements, pricing supplements and
documents in connection therewith, with the SEC; and
(v) Sign any and all post-effective amendments to the Company's
Registration Statement relating to the offer and resale from time to
time of up to 3,000,000 shares of Common Stock by the Trustee of the
Reynolds Metals Company Pension Plans Master Trust, and to file the
same, with all exhibits thereto, and all prospectuses, prospectus
supplements, pricing supplements and documents in connection
therewith, with the SEC;
granting unto each of said attorneys-in-fact and agents 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 the
undersigned might or could do in person, hereby ratifying and confirming
all that each of said attorneys-in-fact and agents, or his or her
substitute or substitutes, may lawfully do or cause to be done by virtue
hereof.
This Power of Attorney shall expire on the 29th day of February,
1996.
IN WITNESS WHEREOF, the undersigned has executed and delivered
this Power of Attorney on the 17th day of February, 1995.
William O. Bourke
William O. Bourke
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby
constitutes and appoints D. Michael Jones and Brenda A. Hart, or either of
them, his true and lawful attorneys-in-fact and agents, with full power of
substitution and resubstitution, for him and in his name, place and stead,
in any and all capacities (including without limitation in any capacity on
behalf of Reynolds Metals Company (the "Company")), to
(i) Sign the Annual Report on Form 10-K of the Company for the
year ended December 31, 1994 and any and all amendments thereto, and
to file the same, with all exhibits thereto, and all documents in
connection therewith, if any, with the Securities and Exchange
Commission (the "SEC"), and to take all such other action which they
or either of them may consider necessary or desirable in connection
therewith, all in accordance with the Securities Exchange Act of 1934,
as amended; and
(ii) Sign any and all post-effective amendments to the Company's
Registration Statements relating to (a) the offer and sale of
interests in the Reynolds Metals Company Savings and Investment Plan
for Salaried Employees and an indefinite number of shares of the
Company's common stock, without par value (the "Common Stock") in
connection therewith; (b) the offer and sale of up to 900,000 shares
of Common Stock together with an indeterminate amount of interests to
be offered and sold in connection therewith under the Reynolds Metals
Company Savings Plan for Hourly Employees; (c) the offer and sale of
up to 50,000 shares of Common Stock together with an indeterminate
amount of interests to be offered and sold in connection therewith
under the Employees Savings Plan; (d) the offer and sale of 1,200,000
shares of Common Stock under the Reynolds Metals Company 1982
Nonqualified Stock Option Plan; (e) the offer and sale of 3,000,000
shares of Common Stock under the Reynolds Metals Company 1987
Nonqualified Stock Option Plan; (f) the offer and sale of 3,250,000
shares of Common Stock under the Reynolds Metals Company 1992
Nonqualified Stock Option Plan; and (g) the offer and sale of 30,000
shares of Common Stock under the Reynolds Metals Company Restricted
Stock Plan for Outside Directors; and to file the same, with all
exhibits thereto, and all documents in connection therewith, with the
SEC; and
(iii) Sign any and all Registration Statements on Form S-3, or on
such other form as may be appropriate, for registration of the shares
of Common Stock and Series A Junior Participating Preferred Stock
(without par value) of the Company, issuable upon exercise of Rights
(as defined in the Rights Agreement between the Company and The Chase
Manhattan Bank, N.A., dated as of November 23, 1987, as amended from
time to time) and any and all amendments (including post-effective
amendments) to such Registration Statements, and to file the same,
with all exhibits thereto, and all preliminary prospectuses,
prospectuses, prospectus supplements and documents in connection
therewith, with the SEC; and
(iv) Sign any and all post-effective amendments to the Company's
Registration Statements relating to the offer and sale of up to
$1,650,000,000 principal amount of unsecured debt securities of the
Company, and to file the same, with all exhibits thereto, and all
prospectuses, prospectus supplements, pricing supplements and
documents in connection therewith, with the SEC; and
(v) Sign any and all post-effective amendments to the Company's
Registration Statement relating to the offer and resale from time to
time of up to 3,000,000 shares of Common Stock by the Trustee of the
Reynolds Metals Company Pension Plans Master Trust, and to file the
same, with all exhibits thereto, and all prospectuses, prospectus
supplements, pricing supplements and documents in connection
therewith, with the SEC;
granting unto each of said attorneys-in-fact and agents 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 the
undersigned might or could do in person, hereby ratifying and confirming
all that each of said attorneys-in-fact and agents, or his or her
substitute or substitutes, may lawfully do or cause to be done by virtue
hereof.
This Power of Attorney shall expire on the 19th day of April,
1995.
IN WITNESS WHEREOF, the undersigned has executed and delivered
this Power of Attorney on the 17th day of February, 1995.
Thomas A. Graves, Jr.
Thomas A. Graves, Jr.
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby
constitutes and appoints D. Michael Jones and Brenda A. Hart, or either of
them, his true and lawful attorneys-in-fact and agents, with full power of
substitution and resubstitution, for him and in his name, place and stead,
in any and all capacities (including without limitation in any capacity on
behalf of Reynolds Metals Company (the "Company")), to
(i) Sign the Annual Report on Form 10-K of the Company for the
year ended December 31, 1994 and any and all amendments thereto, and
to file the same, with all exhibits thereto, and all documents in
connection therewith, if any, with the Securities and Exchange
Commission (the "SEC"), and to take all such other action which they
or either of them may consider necessary or desirable in connection
therewith, all in accordance with the Securities Exchange Act of 1934,
as amended; and
(ii) Sign any and all post-effective amendments to the Company's
Registration Statements relating to (a) the offer and sale of
interests in the Reynolds Metals Company Savings and Investment Plan
for Salaried Employees and an indefinite number of shares of the
Company's common stock, without par value (the "Common Stock") in
connection therewith; (b) the offer and sale of up to 900,000 shares
of Common Stock together with an indeterminate amount of interests to
be offered and sold in connection therewith under the Reynolds Metals
Company Savings Plan for Hourly Employees; (c) the offer and sale of
up to 50,000 shares of Common Stock together with an indeterminate
amount of interests to be offered and sold in connection therewith
under the Employees Savings Plan; (d) the offer and sale of 1,200,000
shares of Common Stock under the Reynolds Metals Company 1982
Nonqualified Stock Option Plan; (e) the offer and sale of 3,000,000
shares of Common Stock under the Reynolds Metals Company 1987
Nonqualified Stock Option Plan; (f) the offer and sale of 3,250,000
shares of Common Stock under the Reynolds Metals Company 1992
Nonqualified Stock Option Plan; and (g) the offer and sale of 30,000
shares of Common Stock under the Reynolds Metals Company Restricted
Stock Plan for Outside Directors; and to file the same, with all
exhibits thereto, and all documents in connection therewith, with the
SEC; and
(iii) Sign any and all Registration Statements on Form S-3, or on
such other form as may be appropriate, for registration of the shares
of Common Stock and Series A Junior Participating Preferred Stock
(without par value) of the Company, issuable upon exercise of Rights
(as defined in the Rights Agreement between the Company and The Chase
Manhattan Bank, N.A., dated as of November 23, 1987, as amended from
time to time) and any and all amendments (including post-effective
amendments) to such Registration Statements, and to file the same,
with all exhibits thereto, and all preliminary prospectuses,
prospectuses, prospectus supplements and documents in connection
therewith, with the SEC; and
(iv) Sign any and all post-effective amendments to the Company's
Registration Statements relating to the offer and sale of up to
$1,650,000,000 principal amount of unsecured debt securities of the
Company, and to file the same, with all exhibits thereto, and all
prospectuses, prospectus supplements, pricing supplements and
documents in connection therewith, with the SEC; and
(v) Sign any and all post-effective amendments to the Company's
Registration Statement relating to the offer and resale from time to
time of up to 3,000,000 shares of Common Stock by the Trustee of the
Reynolds Metals Company Pension Plans Master Trust, and to file the
same, with all exhibits thereto, and all prospectuses, prospectus
supplements, pricing supplements and documents in connection
therewith, with the SEC;
granting unto each of said attorneys-in-fact and agents 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 the
undersigned might or could do in person, hereby ratifying and confirming
all that each of said attorneys-in-fact and agents, or his or her
substitute or substitutes, may lawfully do or cause to be done by virtue
hereof.
This Power of Attorney shall expire on the 29th day of February,
1996.
IN WITNESS WHEREOF, the undersigned has executed and delivered
this Power of Attorney on the 17th day of February, 1995.
John R. Hall
John R. Hall
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby
constitutes and appoints D. Michael Jones and Brenda A. Hart, or either of
them, his true and lawful attorneys-in-fact and agents, with full power of
substitution and resubstitution, for him and in his name, place and stead,
in any and all capacities (including without limitation in any capacity on
behalf of Reynolds Metals Company (the "Company")), to
(i) Sign the Annual Report on Form 10-K of the Company for the
year ended December 31, 1994 and any and all amendments thereto, and
to file the same, with all exhibits thereto, and all documents in
connection therewith, if any, with the Securities and Exchange
Commission (the "SEC"), and to take all such other action which they
or either of them may consider necessary or desirable in connection
therewith, all in accordance with the Securities Exchange Act of 1934,
as amended; and
(ii) Sign any and all post-effective amendments to the Company's
Registration Statements relating to (a) the offer and sale of
interests in the Reynolds Metals Company Savings and Investment Plan
for Salaried Employees and an indefinite number of shares of the
Company's common stock, without par value (the "Common Stock") in
connection therewith; (b) the offer and sale of up to 900,000 shares
of Common Stock together with an indeterminate amount of interests to
be offered and sold in connection therewith under the Reynolds Metals
Company Savings Plan for Hourly Employees; (c) the offer and sale of
up to 50,000 shares of Common Stock together with an indeterminate
amount of interests to be offered and sold in connection therewith
under the Employees Savings Plan; (d) the offer and sale of 1,200,000
shares of Common Stock under the Reynolds Metals Company 1982
Nonqualified Stock Option Plan; (e) the offer and sale of 3,000,000
shares of Common Stock under the Reynolds Metals Company 1987
Nonqualified Stock Option Plan; (f) the offer and sale of 3,250,000
shares of Common Stock under the Reynolds Metals Company 1992
Nonqualified Stock Option Plan; and (g) the offer and sale of 30,000
shares of Common Stock under the Reynolds Metals Company Restricted
Stock Plan for Outside Directors; and to file the same, with all
exhibits thereto, and all documents in connection therewith, with the
SEC; and
(iii) Sign any and all Registration Statements on Form S-3, or on
such other form as may be appropriate, for registration of the shares
of Common Stock and Series A Junior Participating Preferred Stock
(without par value) of the Company, issuable upon exercise of Rights
(as defined in the Rights Agreement between the Company and The Chase
Manhattan Bank, N.A., dated as of November 23, 1987, as amended from
time to time) and any and all amendments (including post-effective
amendments) to such Registration Statements, and to file the same,
with all exhibits thereto, and all preliminary prospectuses,
prospectuses, prospectus supplements and documents in connection
therewith, with the SEC; and
(iv) Sign any and all post-effective amendments to the Company's
Registration Statements relating to the offer and sale of up to
$1,650,000,000 principal amount of unsecured debt securities of the
Company, and to file the same, with all exhibits thereto, and all
prospectuses, prospectus supplements, pricing supplements and
documents in connection therewith, with the SEC; and
(v) Sign any and all post-effective amendments to the Company's
Registration Statement relating to the offer and resale from time to
time of up to 3,000,000 shares of Common Stock by the Trustee of the
Reynolds Metals Company Pension Plans Master Trust, and to file the
same, with all exhibits thereto, and all prospectuses, prospectus
supplements, pricing supplements and documents in connection
therewith, with the SEC;
granting unto each of said attorneys-in-fact and agents 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 the
undersigned might or could do in person, hereby ratifying and confirming
all that each of said attorneys-in-fact and agents, or his or her
substitute or substitutes, may lawfully do or cause to be done by virtue
hereof.
This Power of Attorney shall expire on the 29th day of February,
1996.
IN WITNESS WHEREOF, the undersigned has executed and delivered
this Power of Attorney on the 17th day of February, 1995.
Robert L. Hintz
Robert L. Hintz
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby
constitutes and appoints D. Michael Jones and Brenda A. Hart, or either of
them, his true and lawful attorneys-in-fact and agents, with full power of
substitution and resubstitution, for him and in his name, place and stead,
in any and all capacities (including without limitation in any capacity on
behalf of Reynolds Metals Company (the "Company")), to
(i) Sign the Annual Report on Form 10-K of the Company for the
year ended December 31, 1994 and any and all amendments thereto, and
to file the same, with all exhibits thereto, and all documents in
connection therewith, if any, with the Securities and Exchange
Commission (the "SEC"), and to take all such other action which they
or either of them may consider necessary or desirable in connection
therewith, all in accordance with the Securities Exchange Act of 1934,
as amended; and
(ii) Sign any and all post-effective amendments to the Company's
Registration Statements relating to (a) the offer and sale of
interests in the Reynolds Metals Company Savings and Investment Plan
for Salaried Employees and an indefinite number of shares of the
Company's common stock, without par value (the "Common Stock") in
connection therewith; (b) the offer and sale of up to 900,000 shares
of Common Stock together with an indeterminate amount of interests to
be offered and sold in connection therewith under the Reynolds Metals
Company Savings Plan for Hourly Employees; (c) the offer and sale of
up to 50,000 shares of Common Stock together with an indeterminate
amount of interests to be offered and sold in connection therewith
under the Employees Savings Plan; (d) the offer and sale of 1,200,000
shares of Common Stock under the Reynolds Metals Company 1982
Nonqualified Stock Option Plan; (e) the offer and sale of 3,000,000
shares of Common Stock under the Reynolds Metals Company 1987
Nonqualified Stock Option Plan; (f) the offer and sale of 3,250,000
shares of Common Stock under the Reynolds Metals Company 1992
Nonqualified Stock Option Plan; and (g) the offer and sale of 30,000
shares of Common Stock under the Reynolds Metals Company Restricted
Stock Plan for Outside Directors; and to file the same, with all
exhibits thereto, and all documents in connection therewith, with the
SEC; and
(iii) Sign any and all Registration Statements on Form S-3, or on
such other form as may be appropriate, for registration of the shares
of Common Stock and Series A Junior Participating Preferred Stock
(without par value) of the Company, issuable upon exercise of Rights
(as defined in the Rights Agreement between the Company and The Chase
Manhattan Bank, N.A., dated as of November 23, 1987, as amended from
time to time) and any and all amendments (including post-effective
amendments) to such Registration Statements, and to file the same,
with all exhibits thereto, and all preliminary prospectuses,
prospectuses, prospectus supplements and documents in connection
therewith, with the SEC; and
(iv) Sign any and all post-effective amendments to the Company's
Registration Statements relating to the offer and sale of up to
$1,650,000,000 principal amount of unsecured debt securities of the
Company, and to file the same, with all exhibits thereto, and all
prospectuses, prospectus supplements, pricing supplements and
documents in connection therewith, with the SEC; and
(v) Sign any and all post-effective amendments to the Company's
Registration Statement relating to the offer and resale from time to
time of up to 3,000,000 shares of Common Stock by the Trustee of the
Reynolds Metals Company Pension Plans Master Trust, and to file the
same, with all exhibits thereto, and all prospectuses, prospectus
supplements, pricing supplements and documents in connection
therewith, with the SEC;
granting unto each of said attorneys-in-fact and agents 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 the
undersigned might or could do in person, hereby ratifying and confirming
all that each of said attorneys-in-fact and agents, or his or her
substitute or substitutes, may lawfully do or cause to be done by virtue
hereof.
This Power of Attorney shall expire on the 29th day of February,
1996.
IN WITNESS WHEREOF, the undersigned has executed and delivered
this Power of Attorney on the 17th day of February, 1995.
William H. Joyce
William H. Joyce
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby
constitutes and appoints D. Michael Jones and Brenda A. Hart, or either of
them, his true and lawful attorneys-in-fact and agents, with full power of
substitution and resubstitution, for him and in his name, place and stead,
in any and all capacities (including without limitation in any capacity on
behalf of Reynolds Metals Company (the "Company")), to
(i) Sign the Annual Report on Form 10-K of the Company for the
year ended December 31, 1994 and any and all amendments thereto, and
to file the same, with all exhibits thereto, and all documents in
connection therewith, if any, with the Securities and Exchange
Commission (the "SEC"), and to take all such other action which they
or either of them may consider necessary or desirable in connection
therewith, all in accordance with the Securities Exchange Act of 1934,
as amended; and
(ii) Sign any and all post-effective amendments to the Company's
Registration Statements relating to (a) the offer and sale of
interests in the Reynolds Metals Company Savings and Investment Plan
for Salaried Employees and an indefinite number of shares of the
Company's common stock, without par value (the "Common Stock") in
connection therewith; (b) the offer and sale of up to 900,000 shares
of Common Stock together with an indeterminate amount of interests to
be offered and sold in connection therewith under the Reynolds Metals
Company Savings Plan for Hourly Employees; (c) the offer and sale of
up to 50,000 shares of Common Stock together with an indeterminate
amount of interests to be offered and sold in connection therewith
under the Employees Savings Plan; (d) the offer and sale of 1,200,000
shares of Common Stock under the Reynolds Metals Company 1982
Nonqualified Stock Option Plan; (e) the offer and sale of 3,000,000
shares of Common Stock under the Reynolds Metals Company 1987
Nonqualified Stock Option Plan; (f) the offer and sale of 3,250,000
shares of Common Stock under the Reynolds Metals Company 1992
Nonqualified Stock Option Plan; and (g) the offer and sale of 30,000
shares of Common Stock under the Reynolds Metals Company Restricted
Stock Plan for Outside Directors; and to file the same, with all
exhibits thereto, and all documents in connection therewith, with the
SEC; and
(iii) Sign any and all Registration Statements on Form S-3, or on
such other form as may be appropriate, for registration of the shares
of Common Stock and Series A Junior Participating Preferred Stock
(without par value) of the Company, issuable upon exercise of Rights
(as defined in the Rights Agreement between the Company and The Chase
Manhattan Bank, N.A., dated as of November 23, 1987, as amended from
time to time) and any and all amendments (including post-effective
amendments) to such Registration Statements, and to file the same,
with all exhibits thereto, and all preliminary prospectuses,
prospectuses, prospectus supplements and documents in connection
therewith, with the SEC; and
(iv) Sign any and all post-effective amendments to the Company's
Registration Statements relating to the offer and sale of up to
$1,650,000,000 principal amount of unsecured debt securities of the
Company, and to file the same, with all exhibits thereto, and all
prospectuses, prospectus supplements, pricing supplements and
documents in connection therewith, with the SEC; and
(v) Sign any and all post-effective amendments to the Company's
Registration Statement relating to the offer and resale from time to
time of up to 3,000,000 shares of Common Stock by the Trustee of the
Reynolds Metals Company Pension Plans Master Trust, and to file the
same, with all exhibits thereto, and all prospectuses, prospectus
supplements, pricing supplements and documents in connection
therewith, with the SEC;
granting unto each of said attorneys-in-fact and agents 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 the
undersigned might or could do in person, hereby ratifying and confirming
all that each of said attorneys-in-fact and agents, or his or her
substitute or substitutes, may lawfully do or cause to be done by virtue
hereof.
This Power of Attorney shall expire on the 19th day of April,
1995.
IN WITNESS WHEREOF, the undersigned has executed and delivered
this Power of Attorney on the 17th day of February, 1995.
David P. Reynolds
David P. Reynolds
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby
constitutes and appoints D. Michael Jones and Brenda A. Hart, or either of
them, his true and lawful attorneys-in-fact and agents, with full power of
substitution and resubstitution, for him and in his name, place and stead,
in any and all capacities (including without limitation in any capacity on
behalf of Reynolds Metals Company (the "Company")), to
(i) Sign the Annual Report on Form 10-K of the Company for the
year ended December 31, 1994 and any and all amendments thereto, and
to file the same, with all exhibits thereto, and all documents in
connection therewith, if any, with the Securities and Exchange
Commission (the "SEC"), and to take all such other action which they
or either of them may consider necessary or desirable in connection
therewith, all in accordance with the Securities Exchange Act of 1934,
as amended; and
(ii) Sign any and all post-effective amendments to the Company's
Registration Statements relating to (a) the offer and sale of
interests in the Reynolds Metals Company Savings and Investment Plan
for Salaried Employees and an indefinite number of shares of the
Company's common stock, without par value (the "Common Stock") in
connection therewith; (b) the offer and sale of up to 900,000 shares
of Common Stock together with an indeterminate amount of interests to
be offered and sold in connection therewith under the Reynolds Metals
Company Savings Plan for Hourly Employees; (c) the offer and sale of
up to 50,000 shares of Common Stock together with an indeterminate
amount of interests to be offered and sold in connection therewith
under the Employees Savings Plan; (d) the offer and sale of 1,200,000
shares of Common Stock under the Reynolds Metals Company 1982
Nonqualified Stock Option Plan; (e) the offer and sale of 3,000,000
shares of Common Stock under the Reynolds Metals Company 1987
Nonqualified Stock Option Plan; (f) the offer and sale of 3,250,000
shares of Common Stock under the Reynolds Metals Company 1992
Nonqualified Stock Option Plan; and (g) the offer and sale of 30,000
shares of Common Stock under the Reynolds Metals Company Restricted
Stock Plan for Outside Directors; and to file the same, with all
exhibits thereto, and all documents in connection therewith, with the
SEC; and
(iii) Sign any and all Registration Statements on Form S-3, or on
such other form as may be appropriate, for registration of the shares
of Common Stock and Series A Junior Participating Preferred Stock
(without par value) of the Company, issuable upon exercise of Rights
(as defined in the Rights Agreement between the Company and The Chase
Manhattan Bank, N.A., dated as of November 23, 1987, as amended from
time to time) and any and all amendments (including post-effective
amendments) to such Registration Statements, and to file the same,
with all exhibits thereto, and all preliminary prospectuses,
prospectuses, prospectus supplements and documents in connection
therewith, with the SEC; and
(iv) Sign any and all post-effective amendments to the Company's
Registration Statements relating to the offer and sale of up to
$1,650,000,000 principal amount of unsecured debt securities of the
Company, and to file the same, with all exhibits thereto, and all
prospectuses, prospectus supplements, pricing supplements and
documents in connection therewith, with the SEC; and
(v) Sign any and all post-effective amendments to the Company's
Registration Statement relating to the offer and resale from time to
time of up to 3,000,000 shares of Common Stock by the Trustee of the
Reynolds Metals Company Pension Plans Master Trust, and to file the
same, with all exhibits thereto, and all prospectuses, prospectus
supplements, pricing supplements and documents in connection
therewith, with the SEC;
granting unto each of said attorneys-in-fact and agents 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 the
undersigned might or could do in person, hereby ratifying and confirming
all that each of said attorneys-in-fact and agents, or his or her
substitute or substitutes, may lawfully do or cause to be done by virtue
hereof.
This Power of Attorney shall expire on the 29th day of February,
1996.
IN WITNESS WHEREOF, the undersigned has executed and delivered
this Power of Attorney on the 17th day of February, 1995.
Randolph N. Reynolds
Randolph N. Reynolds
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby
constitutes and appoints D. Michael Jones and Brenda A. Hart, or either of
them, his true and lawful attorneys-in-fact and agents, with full power of
substitution and resubstitution, for him and in his name, place and stead,
in any and all capacities (including without limitation in any capacity on
behalf of Reynolds Metals Company (the "Company")), to
(i) Sign the Annual Report on Form 10-K of the Company for the
year ended December 31, 1994 and any and all amendments thereto, and
to file the same, with all exhibits thereto, and all documents in
connection therewith, if any, with the Securities and Exchange
Commission (the "SEC"), and to take all such other action which they
or either of them may consider necessary or desirable in connection
therewith, all in accordance with the Securities Exchange Act of 1934,
as amended; and
(ii) Sign any and all post-effective amendments to the Company's
Registration Statements relating to (a) the offer and sale of
interests in the Reynolds Metals Company Savings and Investment Plan
for Salaried Employees and an indefinite number of shares of the
Company's common stock, without par value (the "Common Stock") in
connection therewith; (b) the offer and sale of up to 900,000 shares
of Common Stock together with an indeterminate amount of interests to
be offered and sold in connection therewith under the Reynolds Metals
Company Savings Plan for Hourly Employees; (c) the offer and sale of
up to 50,000 shares of Common Stock together with an indeterminate
amount of interests to be offered and sold in connection therewith
under the Employees Savings Plan; (d) the offer and sale of 1,200,000
shares of Common Stock under the Reynolds Metals Company 1982
Nonqualified Stock Option Plan; (e) the offer and sale of 3,000,000
shares of Common Stock under the Reynolds Metals Company 1987
Nonqualified Stock Option Plan; (f) the offer and sale of 3,250,000
shares of Common Stock under the Reynolds Metals Company 1992
Nonqualified Stock Option Plan; and (g) the offer and sale of 30,000
shares of Common Stock under the Reynolds Metals Company Restricted
Stock Plan for Outside Directors; and to file the same, with all
exhibits thereto, and all documents in connection therewith, with the
SEC; and
(iii) Sign any and all Registration Statements on Form S-3, or on
such other form as may be appropriate, for registration of the shares
of Common Stock and Series A Junior Participating Preferred Stock
(without par value) of the Company, issuable upon exercise of Rights
(as defined in the Rights Agreement between the Company and The Chase
Manhattan Bank, N.A., dated as of November 23, 1987, as amended from
time to time) and any and all amendments (including post-effective
amendments) to such Registration Statements, and to file the same,
with all exhibits thereto, and all preliminary prospectuses,
prospectuses, prospectus supplements and documents in connection
therewith, with the SEC; and
(iv) Sign any and all post-effective amendments to the Company's
Registration Statements relating to the offer and sale of up to
$1,650,000,000 principal amount of unsecured debt securities of the
Company, and to file the same, with all exhibits thereto, and all
prospectuses, prospectus supplements, pricing supplements and
documents in connection therewith, with the SEC; and
(v) Sign any and all post-effective amendments to the Company's
Registration Statement relating to the offer and resale from time to
time of up to 3,000,000 shares of Common Stock by the Trustee of the
Reynolds Metals Company Pension Plans Master Trust, and to file the
same, with all exhibits thereto, and all prospectuses, prospectus
supplements, pricing supplements and documents in connection
therewith, with the SEC;
granting unto each of said attorneys-in-fact and agents 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 the
undersigned might or could do in person, hereby ratifying and confirming
all that each of said attorneys-in-fact and agents, or his or her
substitute or substitutes, may lawfully do or cause to be done by virtue
hereof.
This Power of Attorney shall expire on the 29th day of February,
1996.
IN WITNESS WHEREOF, the undersigned has executed and delivered
this Power of Attorney on the 17th day of February, 1995.
James M. Ringler
James M. Ringler
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby
constitutes and appoints D. Michael Jones and Brenda A. Hart, or either of
them, his true and lawful attorneys-in-fact and agents, with full power of
substitution and resubstitution, for him and in his name, place and stead,
in any and all capacities (including without limitation in any capacity on
behalf of Reynolds Metals Company (the "Company")), to
(i) Sign the Annual Report on Form 10-K of the Company for the
year ended December 31, 1994 and any and all amendments thereto, and
to file the same, with all exhibits thereto, and all documents in
connection therewith, if any, with the Securities and Exchange
Commission (the "SEC"), and to take all such other action which they
or either of them may consider necessary or desirable in connection
therewith, all in accordance with the Securities Exchange Act of 1934,
as amended; and
(ii) Sign any and all post-effective amendments to the Company's
Registration Statements relating to (a) the offer and sale of
interests in the Reynolds Metals Company Savings and Investment Plan
for Salaried Employees and an indefinite number of shares of the
Company's common stock, without par value (the "Common Stock") in
connection therewith; (b) the offer and sale of up to 900,000 shares
of Common Stock together with an indeterminate amount of interests to
be offered and sold in connection therewith under the Reynolds Metals
Company Savings Plan for Hourly Employees; (c) the offer and sale of
up to 50,000 shares of Common Stock together with an indeterminate
amount of interests to be offered and sold in connection therewith
under the Employees Savings Plan; (d) the offer and sale of 1,200,000
shares of Common Stock under the Reynolds Metals Company 1982
Nonqualified Stock Option Plan; (e) the offer and sale of 3,000,000
shares of Common Stock under the Reynolds Metals Company 1987
Nonqualified Stock Option Plan; (f) the offer and sale of 3,250,000
shares of Common Stock under the Reynolds Metals Company 1992
Nonqualified Stock Option Plan; and (g) the offer and sale of 30,000
shares of Common Stock under the Reynolds Metals Company Restricted
Stock Plan for Outside Directors; and to file the same, with all
exhibits thereto, and all documents in connection therewith, with the
SEC; and
(iii) Sign any and all Registration Statements on Form S-3, or on
such other form as may be appropriate, for registration of the shares
of Common Stock and Series A Junior Participating Preferred Stock
(without par value) of the Company, issuable upon exercise of Rights
(as defined in the Rights Agreement between the Company and The Chase
Manhattan Bank, N.A., dated as of November 23, 1987, as amended from
time to time) and any and all amendments (including post-effective
amendments) to such Registration Statements, and to file the same,
with all exhibits thereto, and all preliminary prospectuses,
prospectuses, prospectus supplements and documents in connection
therewith, with the SEC; and
(iv) Sign any and all post-effective amendments to the Company's
Registration Statements relating to the offer and sale of up to
$1,650,000,000 principal amount of unsecured debt securities of the
Company, and to file the same, with all exhibits thereto, and all
prospectuses, prospectus supplements, pricing supplements and
documents in connection therewith, with the SEC; and
(v) Sign any and all post-effective amendments to the Company's
Registration Statement relating to the offer and resale from time to
time of up to 3,000,000 shares of Common Stock by the Trustee of the
Reynolds Metals Company Pension Plans Master Trust, and to file the
same, with all exhibits thereto, and all prospectuses, prospectus
supplements, pricing supplements and documents in connection
therewith, with the SEC;
granting unto each of said attorneys-in-fact and agents 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 the
undersigned might or could do in person, hereby ratifying and confirming
all that each of said attorneys-in-fact and agents, or his or her
substitute or substitutes, may lawfully do or cause to be done by virtue
hereof.
This Power of Attorney shall expire on the 29th day of February,
1996.
IN WITNESS WHEREOF, the undersigned has executed and delivered
this Power of Attorney on the 17th day of February, 1995.
Charles A. Sanders
Charles A. Sanders
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby
constitutes and appoints D. Michael Jones and Brenda A. Hart, or either of
them, his true and lawful attorneys-in-fact and agents, with full power of
substitution and resubstitution, for him and in his name, place and stead,
in any and all capacities (including without limitation in any capacity on
behalf of Reynolds Metals Company (the "Company")), to
(i) Sign the Annual Report on Form 10-K of the Company for the
year ended December 31, 1994 and any and all amendments thereto, and
to file the same, with all exhibits thereto, and all documents in
connection therewith, if any, with the Securities and Exchange
Commission (the "SEC"), and to take all such other action which they
or either of them may consider necessary or desirable in connection
therewith, all in accordance with the Securities Exchange Act of 1934,
as amended; and
(ii) Sign any and all post-effective amendments to the Company's
Registration Statements relating to (a) the offer and sale of
interests in the Reynolds Metals Company Savings and Investment Plan
for Salaried Employees and an indefinite number of shares of the
Company's common stock, without par value (the "Common Stock") in
connection therewith; (b) the offer and sale of up to 900,000 shares
of Common Stock together with an indeterminate amount of interests to
be offered and sold in connection therewith under the Reynolds Metals
Company Savings Plan for Hourly Employees; (c) the offer and sale of
up to 50,000 shares of Common Stock together with an indeterminate
amount of interests to be offered and sold in connection therewith
under the Employees Savings Plan; (d) the offer and sale of 1,200,000
shares of Common Stock under the Reynolds Metals Company 1982
Nonqualified Stock Option Plan; (e) the offer and sale of 3,000,000
shares of Common Stock under the Reynolds Metals Company 1987
Nonqualified Stock Option Plan; (f) the offer and sale of 3,250,000
shares of Common Stock under the Reynolds Metals Company 1992
Nonqualified Stock Option Plan; and (g) the offer and sale of 30,000
shares of Common Stock under the Reynolds Metals Company Restricted
Stock Plan for Outside Directors; and to file the same, with all
exhibits thereto, and all documents in connection therewith, with the
SEC; and
(iii) Sign any and all Registration Statements on Form S-3, or on
such other form as may be appropriate, for registration of the shares
of Common Stock and Series A Junior Participating Preferred Stock
(without par value) of the Company, issuable upon exercise of Rights
(as defined in the Rights Agreement between the Company and The Chase
Manhattan Bank, N.A., dated as of November 23, 1987, as amended from
time to time) and any and all amendments (including post-effective
amendments) to such Registration Statements, and to file the same,
with all exhibits thereto, and all preliminary prospectuses,
prospectuses, prospectus supplements and documents in connection
therewith, with the SEC; and
(iv) Sign any and all post-effective amendments to the Company's
Registration Statements relating to the offer and sale of up to
$1,650,000,000 principal amount of unsecured debt securities of the
Company, and to file the same, with all exhibits thereto, and all
prospectuses, prospectus supplements, pricing supplements and
documents in connection therewith, with the SEC; and
(v) Sign any and all post-effective amendments to the Company's
Registration Statement relating to the offer and resale from time to
time of up to 3,000,000 shares of Common Stock by the Trustee of the
Reynolds Metals Company Pension Plans Master Trust, and to file the
same, with all exhibits thereto, and all prospectuses, prospectus
supplements, pricing supplements and documents in connection
therewith, with the SEC;
granting unto each of said attorneys-in-fact and agents 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 the
undersigned might or could do in person, hereby ratifying and confirming
all that each of said attorneys-in-fact and agents, or his or her
substitute or substitutes, may lawfully do or cause to be done by virtue
hereof.
This Power of Attorney shall expire on the 29th day of February,
1996.
IN WITNESS WHEREOF, the undersigned has executed and delivered
this Power of Attorney on the 17th day of February, 1995.
Robert J. Vlasic
Robert J. Vlasic
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby
constitutes and appoints D. Michael Jones and Brenda A. Hart, or either of
them, his true and lawful attorneys-in-fact and agents, with full power of
substitution and resubstitution, for him and in his name, place and stead,
in any and all capacities (including without limitation in any capacity on
behalf of Reynolds Metals Company (the "Company")), to
(i) Sign the Annual Report on Form 10-K of the Company for the
year ended December 31, 1994 and any and all amendments thereto, and
to file the same, with all exhibits thereto, and all documents in
connection therewith, if any, with the Securities and Exchange
Commission (the "SEC"), and to take all such other action which they
or either of them may consider necessary or desirable in connection
therewith, all in accordance with the Securities Exchange Act of 1934,
as amended; and
(ii) Sign any and all post-effective amendments to the Company's
Registration Statements relating to (a) the offer and sale of
interests in the Reynolds Metals Company Savings and Investment Plan
for Salaried Employees and an indefinite number of shares of the
Company's common stock, without par value (the "Common Stock") in
connection therewith; (b) the offer and sale of up to 900,000 shares
of Common Stock together with an indeterminate amount of interests to
be offered and sold in connection therewith under the Reynolds Metals
Company Savings Plan for Hourly Employees; (c) the offer and sale of
up to 50,000 shares of Common Stock together with an indeterminate
amount of interests to be offered and sold in connection therewith
under the Employees Savings Plan; (d) the offer and sale of 1,200,000
shares of Common Stock under the Reynolds Metals Company 1982
Nonqualified Stock Option Plan; (e) the offer and sale of 3,000,000
shares of Common Stock under the Reynolds Metals Company 1987
Nonqualified Stock Option Plan; (f) the offer and sale of 3,250,000
shares of Common Stock under the Reynolds Metals Company 1992
Nonqualified Stock Option Plan; and (g) the offer and sale of 30,000
shares of Common Stock under the Reynolds Metals Company Restricted
Stock Plan for Outside Directors; and to file the same, with all
exhibits thereto, and all documents in connection therewith, with the
SEC; and
(iii) Sign any and all Registration Statements on Form S-3, or on
such other form as may be appropriate, for registration of the shares
of Common Stock and Series A Junior Participating Preferred Stock
(without par value) of the Company, issuable upon exercise of Rights
(as defined in the Rights Agreement between the Company and The Chase
Manhattan Bank, N.A., dated as of November 23, 1987, as amended from
time to time) and any and all amendments (including post-effective
amendments) to such Registration Statements, and to file the same,
with all exhibits thereto, and all preliminary prospectuses,
prospectuses, prospectus supplements and documents in connection
therewith, with the SEC; and
(iv) Sign any and all post-effective amendments to the Company's
Registration Statements relating to the offer and sale of up to
$1,650,000,000 principal amount of unsecured debt securities of the
Company, and to file the same, with all exhibits thereto, and all
prospectuses, prospectus supplements, pricing supplements and
documents in connection therewith, with the SEC; and
(v) Sign any and all post-effective amendments to the Company's
Registration Statement relating to the offer and resale from time to
time of up to 3,000,000 shares of Common Stock by the Trustee of the
Reynolds Metals Company Pension Plans Master Trust, and to file the
same, with all exhibits thereto, and all prospectuses, prospectus
supplements, pricing supplements and documents in connection
therewith, with the SEC;
granting unto each of said attorneys-in-fact and agents 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 the
undersigned might or could do in person, hereby ratifying and confirming
all that each of said attorneys-in-fact and agents, or his or her
substitute or substitutes, may lawfully do or cause to be done by virtue
hereof.
This Power of Attorney shall expire on the 29th day of February,
1996.
IN WITNESS WHEREOF, the undersigned has executed and delivered
this Power of Attorney on the 17th day of February, 1995.
Joe B. Wyatt
Joe B. Wyatt