EXHIBIT 24
POWER OF ATTORNEY
WHEREAS, AMERICAN GENERAL FINANCE CORPORATION, an Indiana corporation (the
"Company"), will file with the Securities and Exchange Commission (the
"Commission") under the Securities Act of 1933, as amended (the "Act"), a
Registration Statement on Form S-3 ("Registration Statement") including a
prospectus therein (the "Prospectus"), with such amendments (including
pre-effective and post-effective amendments) to such Registration Statement and
any supplement or supplements to the Prospectus as may be necessary or
appropriate, in connection with the registration of $3 billion aggregate
principal amount of senior debt securities (the "Debt Securities") to be issued
by the Company and may file with the Commission pursuant to Rule 462(b)
promulgated under the Act a Registration Statement on Form S-3 for the
registration of additional Debt Securities (the "Rule 462(b) Registration
Statement");
NOW, THEREFORE, the undersigned in his capacity as a director or officer
or both, as the case may be, of the Company does hereby appoint Frederick W.
Geissinger, Robert A Cole, Ron DiGiacomo and James L. Gleaves, and each of them,
severally, his true and lawful attorney-in-fact or attorneys-in-fact, with or
without the others and with full power of substitution and resubstitution, to
execute in his name, place, and stead, in his capacity as a director or officer
or both, as the case may be, of the Company:
(1) the Registration Statement, and any Rule 462(b) Registration
Statement, including the Prospectus and exhibits thereto and any and
all amendments (including pre-effective and post-effective
amendments) to such Registration Statement or Rule 462(b)
Registration Statement and any supplement or supplements to the
Prospectus as said attorneys-in-fact or any of them shall deem
necessary or appropriate, together with all instruments necessary or
incidental in connection therewith, to file the same or cause the
same to be filed with the Commission and to appear before the
Commission in connection with any matter relating thereto; and
(2) any application, statement, petition, notice, or other document, or
any amendment thereto, or any exhibit filed in connection therewith,
which is required to register or qualify (or exempt from
registration or qualification) the securities of the Company being
offered, and to register or license the Company as a broker or
dealer in securities, under the securities or blue-sky or insurance
laws of all states as may be necessary or appropriate to permit the
offering and sale as contemplated by the Registration Statement or
any Rule 462(b) Registration Statement.
Each of said attorneys-in-fact shall have full power and authority to do
and perform in the name and on behalf of the undersigned, in any and all
capacities, every act whatsoever necessary or desirable in connection with the
Registration Statement or any Rule 462(b) Registration Statement or related
securities or blue-sky or insurance filings, as fully and for all intents and
purposes as the undersigned might or could do in person, the undersigned hereby
ratifying and approving the acts of said attorneys-in-fact and each of them.
IN WITNESS WHEREOF, the undersigned has executed this instrument this 28th
day of May, 1999.
/S/ W.TAL BRATTON
--------------------------------------
W. Tal Bratton
STATE OF INDIANA )
)SS:
COUNTY OF VANDERBURGH )
Before me, a Notary Public in and for said County and State, personally
appeared W. Tal Bratton who acknowledged the execution of the foregoing Power of
Attorney.
Witness my hand and Notarial Seal, this 28th day of May, 1999.
/S/ GEORGANNA M. HOFFMAN
--------------------------------------
Printed: GEORGANNA M. HOFFMAN
Notary Public
County of Residence: VANDERBURGH
-------------
Commission Expires: 10-6-99
-------------
POWER OF ATTORNEY
WHEREAS, AMERICAN GENERAL FINANCE CORPORATION, an Indiana corporation (the
"Company"), will file with the Securities and Exchange Commission (the
"Commission") under the Securities Act of 1933, as amended (the "Act"), a
Registration Statement on Form S-3 ("Registration Statement") including a
prospectus therein (the "Prospectus"), with such amendments (including
pre-effective and post-effective amendments) to such Registration Statement and
any supplement or supplements to the Prospectus as may be necessary or
appropriate, in connection with the registration of $3 billion aggregate
principal amount of senior debt securities (the "Debt Securities") to be issued
by the Company and may file with the Commission pursuant to Rule 462(b)
promulgated under the Act a Registration Statement on Form S-3 for the
registration of additional Debt Securities (the "Rule 462(b) Registration
Statement");
NOW, THEREFORE, the undersigned in his capacity as a director or officer
or both, as the case may be, of the Company does hereby appoint Frederick W.
Geissinger, Robert A Cole, Ron DiGiacomo and James L. Gleaves, and each of them,
severally, his true and lawful attorney-in-fact or attorneys-in-fact, with or
without the others and with full power of substitution and resubstitution, to
execute in his name, place, and stead, in his capacity as a director or officer
or both, as the case may be, of the Company:
(1) the Registration Statement, and any Rule 462(b) Registration
Statement, including the Prospectus and exhibits thereto and any and
all amendments (including pre-effective and post-effective
amendments) to such Registration Statement or Rule 462(b)
Registration Statement and any supplement or supplements to the
Prospectus as said attorneys-in-fact or any of them shall deem
necessary or appropriate, together with all instruments necessary or
incidental in connection therewith, to file the same or cause the
same to be filed with the Commission and to appear before the
Commission in connection with any matter relating thereto; and
(2) any application, statement, petition, notice, or other document, or
any amendment thereto, or any exhibit filed in connection therewith,
which is required to register or qualify (or exempt from
registration or qualification) the securities of the Company being
offered, and to register or license the Company as a broker or
dealer in securities, under the securities or blue-sky or insurance
laws of all states as may be necessary or appropriate to permit the
offering and sale as contemplated by the Registration Statement or
any Rule 462(b) Registration Statement.
Each of said attorneys-in-fact shall have full power and authority to do
and perform in the name and on behalf of the undersigned, in any and all
capacities, every act whatsoever necessary or desirable in connection with the
Registration Statement or any Rule 462(b) Registration Statement or related
securities or blue-sky or insurance filings, as fully and for all intents and
purposes as the undersigned might or could do in person, the undersigned hereby
ratifying and approving the acts of said attorneys-in-fact and each of them.
IN WITNESS WHEREOF, the undersigned has executed this instrument this 15th
day of July, 1999.
/S/ JAMES S. D'AGOSTINO, JR.
----------------------------
James S. D'Agostino, Jr.
STATE OF TEXAS )
)SS:
COUNTY OF HARRIS )
Before me, a Notary Public in and for said County and State, personally
appeared James S. D'Agostino, Jr. who acknowledged the execution of the
foregoing Power of Attorney.
Witness my hand and Notarial Seal, this 15th day of July, 1999.
/S/ WANDA E. BOLTON
-------------------------------------
Printed: Wanda E. Bolton
Notary Public
County of Residence: Harris
-----------
Commission Expires: 7-17-2002
-----------
POWER OF ATTORNEY
WHEREAS, AMERICAN GENERAL FINANCE CORPORATION, an Indiana corporation (the
"Company"), will file with the Securities and Exchange Commission (the
"Commission") under the Securities Act of 1933, as amended (the "Act"), a
Registration Statement on Form S-3 ("Registration Statement") including a
prospectus therein (the "Prospectus"), with such amendments (including
pre-effective and post-effective amendments) to such Registration Statement and
any supplement or supplements to the Prospectus as may be necessary or
appropriate, in connection with the registration of $3 billion aggregate
principal amount of senior debt securities (the "Debt Securities") to be issued
by the Company and may file with the Commission pursuant to Rule 462(b)
promulgated under the Act a Registration Statement on Form S-3 for the
registration of additional Debt Securities (the "Rule 462(b) Registration
Statement");
NOW, THEREFORE, the undersigned in his capacity as a director or officer
or both, as the case may be, of the Company does hereby appoint Frederick W.
Geissinger, Robert A Cole, Ron DiGiacomo and James L. Gleaves, and each of them,
severally, his true and lawful attorney-in-fact or attorneys-in-fact, with or
without the others and with full power of substitution and resubstitution, to
execute in his name, place, and stead, in his capacity as a director or officer
or both, as the case may be, of the Company:
(1) the Registration Statement, and any Rule 462(b) Registration
Statement, including the Prospectus and exhibits thereto and any and
all amendments (including pre-effective and post-effective
amendments) to such Registration Statement or Rule 462(b)
Registration Statement and any supplement or supplements to the
Prospectus as said attorneys-in-fact or any of them shall deem
necessary or appropriate, together with all instruments necessary or
incidental in connection therewith, to file the same or cause the
same to be filed with the Commission and to appear before the
Commission in connection with any matter relating thereto; and
(2) any application, statement, petition, notice, or other document, or
any amendment thereto, or any exhibit filed in connection therewith,
which is required to register or qualify (or exempt from
registration or qualification) the securities of the Company being
offered, and to register or license the Company as a broker or
dealer in securities, under the securities or blue-sky or insurance
laws of all states as may be necessary or appropriate to permit the
offering and sale as contemplated by the Registration Statement or
any Rule 462(b) Registration Statement.
Each of said attorneys-in-fact shall have full power and authority to do
and perform in the name and on behalf of the undersigned, in any and all
capacities, every act whatsoever necessary or desirable in connection with the
Registration Statement or any Rule 462(b) Registration Statement or related
securities or blue-sky or insurance filings, as fully and for all intents and
purposes as the undersigned might or could do in person, the undersigned hereby
ratifying and approving the acts of said attorneys-in-fact and each of them.
IN WITNESS WHEREOF, the undersigned has executed this instrument this 28th
day of May, 1999.
/S/ JERRY L. GILPIN
----------------------
Jerry L. Gilpin
STATE OF INDIANA )
)SS:
COUNTY OF VANDERBURGH )
Before me, a Notary Public in and for said County and State, personally
appeared Jerry L. Gilpin, who acknowledged the execution of the foregoing Power
of Attorney.
Witness my hand and Notarial Seal, this 28th day of May, 1999.
/S/ GEORGANNA M. HOFFMAN
--------------------------------
Printed: Georganna M. Hoffman
Notary Public
County of Residence: VANDERBURGH
-------------
Commission Expires: 10-6-99
-------------
POWER OF ATTORNEY
WHEREAS, AMERICAN GENERAL FINANCE CORPORATION, an Indiana corporation (the
"Company"), will file with the Securities and Exchange Commission (the
"Commission") under the Securities Act of 1933, as amended (the "Act"), a
Registration Statement on Form S-3 ("Registration Statement") including a
prospectus therein (the "Prospectus"), with such amendments (including
pre-effective and post-effective amendments) to such Registration Statement and
any supplement or supplements to the Prospectus as may be necessary or
appropriate, in connection with the registration of $3 billion aggregate
principal amount of senior debt securities (the "Debt Securities") to be issued
by the Company and may file with the Commission pursuant to Rule 462(b)
promulgated under the Act a Registration Statement on Form S-3 for the
registration of additional Debt Securities (the "Rule 462(b) Registration
Statement");
NOW, THEREFORE, the undersigned in his capacity as a director or officer
or both, as the case may be, of the Company does hereby appoint Frederick W.
Geissinger, Robert A Cole, Ron DiGiacomo and James L. Gleaves, and each of them,
severally, his true and lawful attorney-in-fact or attorneys-in-fact, with or
without the others and with full power of substitution and resubstitution, to
execute in his name, place, and stead, in his capacity as a director or officer
or both, as the case may be, of the Company:
(1) the Registration Statement, and any Rule 462(b) Registration
Statement, including the Prospectus and exhibits thereto and any and
all amendments (including pre-effective and post-effective
amendments) to such Registration Statement or Rule 462(b)
Registration Statement and any supplement or supplements to the
Prospectus as said attorneys-in-fact or any of them shall deem
necessary or appropriate, together with all instruments necessary or
incidental in connection therewith, to file the same or cause the
same to be filed with the Commission and to appear before the
Commission in connection with any matter relating thereto; and
(2) any application, statement, petition, notice, or other document, or
any amendment thereto, or any exhibit filed in connection therewith,
which is required to register or qualify (or exempt from
registration or qualification) the securities of the Company being
offered, and to register or license the Company as a broker or
dealer in securities, under the securities or blue-sky or insurance
laws of all states as may be necessary or appropriate to permit the
offering and sale as contemplated by the Registration Statement or
any Rule 462(b) Registration Statement.
Each of said attorneys-in-fact shall have full power and authority to do
and perform in the name and on behalf of the undersigned, in any and all
capacities, every act whatsoever necessary or desirable in connection with the
Registration Statement or any Rule 462(b) Registration Statement or related
securities or blue-sky or insurance filings, as fully and for all intents and
purposes as the undersigned might or could do in person, the undersigned hereby
ratifying and approving the acts of said attorneys-in-fact and each of them.
IN WITNESS WHEREOF, the undersigned has executed this instrument this 28th
day of May, 1999.
/S/ PHILIP M. HANLEY
-----------------------
Philip M. Hanley
STATE OF INDIANA )
)SS:
COUNTY OF VANDERBURGH )
Before me, a Notary Public in and for said County and State, personally
appeared Philip M. Hanley, who acknowledged the execution of the foregoing Power
of Attorney.
Witness my hand and Notarial Seal, this 28th day of May, 1999.
/S/ GEORGANNA M. HOFFMAN
-------------------------------
Printed: Georganna M. Hoffman
---------------------
Notary Public
County of Residence: Vanderburgh
-------------
Commission Expires: 10-6-99
-------------
POWER OF ATTORNEY
WHEREAS, AMERICAN GENERAL FINANCE CORPORATION, an Indiana corporation (the
"Company"), will file with the Securities and Exchange Commission (the
"Commission") under the Securities Act of 1933, as amended (the "Act"), a
Registration Statement on Form S-3 ("Registration Statement") including a
prospectus therein (the "Prospectus"), with such amendments (including
pre-effective and post-effective amendments) to such Registration Statement and
any supplement or supplements to the Prospectus as may be necessary or
appropriate, in connection with the registration of $3 billion aggregate
principal amount of senior debt securities (the "Debt Securities") to be issued
by the Company and may file with the Commission pursuant to Rule 462(b)
promulgated under the Act a Registration Statement on Form S-3 for the
registration of additional Debt Securities (the "Rule 462(b) Registration
Statement");
NOW, THEREFORE, the undersigned in his capacity as a director or officer
or both, as the case may be, of the Company does hereby appoint Frederick W.
Geissinger, Robert A Cole, Ron DiGiacomo and James L. Gleaves, and each of them,
severally, his true and lawful attorney-in-fact or attorneys-in-fact, with or
without the others and with full power of substitution and resubstitution, to
execute in his name, place, and stead, in his capacity as a director or officer
or both, as the case may be, of the Company:
(1) the Registration Statement, and any Rule 462(b) Registration
Statement, including the Prospectus and exhibits thereto and any and
all amendments (including pre-effective and post-effective
amendments) to such Registration Statement or Rule 462(b)
Registration Statement and any supplement or supplements to the
Prospectus as said attorneys-in-fact or any of them shall deem
necessary or appropriate, together with all instruments necessary or
incidental in connection therewith, to file the same or cause the
same to be filed with the Commission and to appear before the
Commission in connection with any matter relating thereto; and
(2) any application, statement, petition, notice, or other document, or
any amendment thereto, or any exhibit filed in connection therewith,
which is required to register or qualify (or exempt from
registration or qualification) the securities of the Company being
offered, and to register or license the Company as a broker or
dealer in securities, under the securities or blue-sky or insurance
laws of all states as may be necessary or appropriate to permit the
offering and sale as contemplated by the Registration Statement or
any Rule 462(b) Registration Statement.
Each of said attorneys-in-fact shall have full power and authority to do
and perform in the name and on behalf of the undersigned, in any and all
capacities, every act whatsoever necessary or desirable in connection with the
Registration Statement or any Rule 462(b) Registration Statement or related
securities or blue-sky or insurance filings, as fully and for all intents and
purposes as the undersigned might or could do in person, the undersigned hereby
ratifying and approving the acts of said attorneys-in-fact and each of them.
IN WITNESS WHEREOF, the undersigned has executed this instrument this 28th
day of May, 1999.
/S/ BENNIE D. HENDRIX
-----------------------
Bennie D. Hendrix
STATE OF INDIANA )
)SS:
COUNTY OF VANDERBURGH )
Before me, a Notary Public in and for said County and State, personally
appeared Bennie D. Hendrix who acknowledged the execution of the foregoing Power
of Attorney.
Witness my hand and Notarial Seal, this 28th day of May, 1999.
/S/ GEORGANNA M. HOFFMAN
--------------------------------
Printed: Georganna M. Hoffman
----------------------
Notary Public
County of Residence: Vanderburgh
-------------
Commission Expires: 10-6-99
-------------
POWER OF ATTORNEY
WHEREAS, AMERICAN GENERAL FINANCE CORPORATION, an Indiana corporation (the
"Company"), will file with the Securities and Exchange Commission (the
"Commission") under the Securities Act of 1933, as amended (the "Act"), a
Registration Statement on Form S-3 ("Registration Statement") including a
prospectus therein (the "Prospectus"), with such amendments (including
pre-effective and post-effective amendments) to such Registration Statement and
any supplement or supplements to the Prospectus as may be necessary or
appropriate, in connection with the registration of $3 billion aggregate
principal amount of senior debt securities (the "Debt Securities") to be issued
by the Company and may file with the Commission pursuant to Rule 462(b)
promulgated under the Act a Registration Statement on Form S-3 for the
registration of additional Debt Securities (the "Rule 462(b) Registration
Statement");
NOW, THEREFORE, the undersigned in his capacity as a director or officer
or both, as the case may be, of the Company does hereby appoint Frederick W.
Geissinger, Robert A Cole, Ron DiGiacomo and James L. Gleaves, and each of them,
severally, his true and lawful attorney-in-fact or attorneys-in-fact, with or
without the others and with full power of substitution and resubstitution, to
execute in his name, place, and stead, in his capacity as a director or officer
or both, as the case may be, of the Company:
(1) the Registration Statement, and any Rule 462(b) Registration
Statement, including the Prospectus and exhibits thereto and any and
all amendments (including pre-effective and post-effective
amendments) to such Registration Statement or Rule 462(b)
Registration Statement and any supplement or supplements to the
Prospectus as said attorneys-in-fact or any of them shall deem
necessary or appropriate, together with all instruments necessary or
incidental in connection therewith, to file the same or cause the
same to be filed with the Commission and to appear before the
Commission in connection with any matter relating thereto; and
(2) any application, statement, petition, notice, or other document, or
any amendment thereto, or any exhibit filed in connection therewith,
which is required to register or qualify (or exempt from
registration or qualification) the securities of the Company being
offered, and to register or license the Company as a broker or
dealer in securities, under the securities or blue-sky or insurance
laws of all states as may be necessary or appropriate to permit the
offering and sale as contemplated by the Registration Statement or
any Rule 462(b) Registration Statement.
Each of said attorneys-in-fact shall have full power and authority to do
and perform in the name and on behalf of the undersigned, in any and all
capacities, every act whatsoever necessary or desirable in connection with the
Registration Statement or any Rule 462(b) Registration Statement or related
securities or blue-sky or insurance filings, as fully and for all intents and
purposes as the undersigned might or could do in person, the undersigned hereby
ratifying and approving the acts of said attorneys-in-fact and each of them.
IN WITNESS WHEREOF, the undersigned has executed this instrument this 15th
day of July, 1999.
/S/ JON P. NEWTON
--------------------------------------
Jon P. Newton
STATE OF TEXAS )
)SS:
COUNTY OF HARRIS )
Before me, a Notary Public in and for said County and State, personally
appeared Jon P. Newton who acknowledged the execution of the foregoing Power of
Attorney.
Witness my hand and Notarial Seal, this 15th day of July, 1999.
/S/ WANDA E. BOLTON
-----------------------------
-----------------
Notary Public
County of Residence: Harris
----------
Commission Expires: 7-17-2002
----------
POWER OF ATTORNEY
WHEREAS, AMERICAN GENERAL FINANCE CORPORATION, an Indiana corporation (the
"Company"), will file with the Securities and Exchange Commission (the
"Commission") under the Securities Act of 1933, as amended (the "Act"), a
Registration Statement on Form S-3 ("Registration Statement") including a
prospectus therein (the "Prospectus"), with such amendments (including
pre-effective and post-effective amendments) to such Registration Statement and
any supplement or supplements to the Prospectus as may be necessary or
appropriate, in connection with the registration of $3 billion aggregate
principal amount of senior debt securities (the "Debt Securities") to be issued
by the Company and may file with the Commission pursuant to Rule 462(b)
promulgated under the Act a Registration Statement on Form S-3 for the
registration of additional Debt Securities (the "Rule 462(b) Registration
Statement");
NOW, THEREFORE, the undersigned in his capacity as a director or officer
or both, as the case may be, of the Company does hereby appoint Frederick W.
Geissinger, Robert A Cole, Ron DiGiacomo and James L. Gleaves, and each of them,
severally, his true and lawful attorney-in-fact or attorneys-in-fact, with or
without the others and with full power of substitution and resubstitution, to
execute in his name, place, and stead, in his capacity as a director or officer
or both, as the case may be, of the Company:
(1) the Registration Statement, and any Rule 462(b) Registration
Statement, including the Prospectus and exhibits thereto and any and
all amendments (including pre-effective and post-effective
amendments) to such Registration Statement or Rule 462(b)
Registration Statement and any supplement or supplements to the
Prospectus as said attorneys-in-fact or any of them shall deem
necessary or appropriate, together with all instruments necessary or
incidental in connection therewith, to file the same or cause the
same to be filed with the Commission and to appear before the
Commission in connection with any matter relating thereto; and
(2) any application, statement, petition, notice, or other document, or
any amendment thereto, or any exhibit filed in connection therewith,
which is required to register or qualify (or exempt from
registration or qualification) the securities of the Company being
offered, and to register or license the Company as a broker or
dealer in securities, under the securities or blue-sky or insurance
laws of all states as may be necessary or appropriate to permit the
offering and sale as contemplated by the Registration Statement or
any Rule 462(b) Registration Statement.
Each of said attorneys-in-fact shall have full power and authority to do
and perform in the name and on behalf of the undersigned, in any and all
capacities, every act whatsoever necessary or desirable in connection with the
Registration Statement or any Rule 462(b) Registration Statement or related
securities or blue-sky or insurance filings, as fully and for all intents and
purposes as the undersigned might or could do in person, the undersigned hereby
ratifying and approving the acts of said attorneys-in-fact and each of them.
IN WITNESS WHEREOF, the undersigned has executed this instrument this 12th
day of May, 1999.
/S/ ALLEN L. WEHRHAHN
----------------------
Allen L. Wehrhahn
STATE OF INDIANA )
)SS:
COUNTY OF VANDERBURGH )
Before me, a Notary Public in and for said County and State, personally
appeared Allen L. Wehrhahn who acknowledged the execution of the foregoing Power
of Attorney.
Witness my hand and Notarial Seal, this 12th day of May, 1999.
/S/ GEORGANNA M. HOFFMAN
-------------------------------
Printed: Georganna M. Hoffman
---------------------
Notary Public
County of Residence: Vanderburgh
-------------
Commission Expires: 10-6-99
-------------