Exhibit (24)
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, That I
L. DAVID CARLEY
hereby constitute and appoint each of Erroll B. Davis, Jr. and Edward M.
Gleason, and each of them individually, my true and lawful attorneys-in-
fact and agents, with full power of substitution and resubstitution, for
me and in my name, place and stead, to sign my name as a director of WPL
Holdings, Inc. (the "Company") to the Registration Statement on Form S-8,
and any and all amendments (including post-effective amendments) or
supplements thereto, relating to the WPL Holdings, Inc. Long-Term Equity
Incentive Plan, and to file said Registration Statement, with all exhibits
thereto, and other documents in connection therewith, and any amendment
(including any post-effective amendment) or supplement thereto, with the
Securities and Exchange Commission in connection with the registration of
shares of the Company's common stock (and the accompanying rights to
purchase common stock) under the Securities Act of 1933, as amended.
I hereby ratify and confirm all that said attorneys-in-fact and
agents, or either of them, or their or his substitute or substitutes, have
done or shall lawfully do by virtue of this Power of Attorney.
WITNESS my hand this 3rd day of December, 1997.
/s/ L. David Carley
L. David Carley
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, That I
ROCKNE G. FLOWERS
hereby constitute and appoint each of Erroll B. Davis, Jr. and Edward M.
Gleason, and each of them individually, my true and lawful attorneys-in-
fact and agents, with full power of substitution and resubstitution, for
me and in my name, place and stead, to sign my name as a director of WPL
Holdings, Inc. (the "Company") to the Registration Statement on Form S-8,
and any and all amendments (including post-effective amendments) or
supplements thereto, relating to the WPL Holdings, Inc. Long-Term Equity
Incentive Plan, and to file said Registration Statement, with all exhibits
thereto, and other documents in connection therewith, and any amendment
(including any post-effective amendment) or supplement thereto, with the
Securities and Exchange Commission in connection with the registration of
shares of the Company's common stock (and the accompanying rights to
purchase common stock) under the Securities Act of 1933, as amended.
I hereby ratify and confirm all that said attorneys-in-fact and
agents, or either of them, or their or his substitute or substitutes, have
done or shall lawfully do by virtue of this Power of Attorney.
WITNESS my hand this 3rd day of December, 1997.
/s/ Rockne G. Flowers
Rockne G. Flowers
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, That I
DONALD R. HALDEMAN
hereby constitute and appoint each of Erroll B. Davis, Jr. and Edward M.
Gleason, and each of them individually, my true and lawful attorneys-in-
fact and agents, with full power of substitution and resubstitution, for
me and in my name, place and stead, to sign my name as a director of WPL
Holdings, Inc. (the "Company") to the Registration Statement on Form S-8,
and any and all amendments (including post-effective amendments) or
supplements thereto, relating to the WPL Holdings, Inc. Long-Term Equity
Incentive Plan, and to file said Registration Statement, with all exhibits
thereto, and other documents in connection therewith, and any amendment
(including any post-effective amendment) or supplement thereto, with the
Securities and Exchange Commission in connection with the registration of
shares of the Company's common stock (and the accompanying rights to
purchase common stock) under the Securities Act of 1933, as amended.
I hereby ratify and confirm all that said attorneys-in-fact and
agents, or either of them, or their or his substitute or substitutes, have
done or shall lawfully do by virtue of this Power of Attorney.
WITNESS my hand this 3rd day of December, 1997.
/s/ Donald R. Haldeman
Donald R. Haldeman
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, That I
KATHARINE C. LYALL
hereby constitute and appoint each of Erroll B. Davis, Jr. and Edward M.
Gleason, and each of them individually, my true and lawful attorneys-in-
fact and agents, with full power of substitution and resubstitution, for
me and in my name, place and stead, to sign my name as a director of WPL
Holdings, Inc. (the "Company") to the Registration Statement on Form S-8,
and any and all amendments (including post-effective amendments) or
supplements thereto, relating to the WPL Holdings, Inc. Long-Term Equity
Incentive Plan, and to file said Registration Statement, with all exhibits
thereto, and other documents in connection therewith, and any amendment
(including any post-effective amendment) or supplement thereto, with the
Securities and Exchange Commission in connection with the registration of
shares of the Company's common stock (and the accompanying rights to
purchase common stock) under the Securities Act of 1933, as amended.
I hereby ratify and confirm all that said attorneys-in-fact and
agents, or either of them, or their or his substitute or substitutes, have
done or shall lawfully do by virtue of this Power of Attorney.
WITNESS my hand this 3rd day of December, 1997.
/s/ Katharine C. Lyall
Katharine C. Lyall
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, That I
ARNOLD M. NEMIROW
hereby constitute and appoint each of Erroll B. Davis, Jr. and Edward M.
Gleason, and each of them individually, my true and lawful attorneys-in-
fact and agents, with full power of substitution and resubstitution, for
me and in my name, place and stead, to sign my name as a director of WPL
Holdings, Inc. (the "Company") to the Registration Statement on Form S-8,
and any and all amendments (including post-effective amendments) or
supplements thereto, relating to the WPL Holdings, Inc. Long-Term Equity
Incentive Plan, and to file said Registration Statement, with all exhibits
thereto, and other documents in connection therewith, and any amendment
(including any post-effective amendment) or supplement thereto, with the
Securities and Exchange Commission in connection with the registration of
shares of the Company's common stock (and the accompanying rights to
purchase common stock) under the Securities Act of 1933, as amended.
I hereby ratify and confirm all that said attorneys-in-fact and
agents, or either of them, or their or his substitute or substitutes, have
lawfully done or shall lawfully do by virtue of this Power of Attorney.
WITNESS my hand this 3rd day of December, 1997.
/s/ Arnold M. Nemirow
Arnold M. Nemirow
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, That I
MILTON E. NESHEK
hereby constitute and appoint each of Erroll B. Davis, Jr. and Edward M.
Gleason, and each of them individually, my true and lawful attorneys-in-
fact and agents, with full power of substitution and resubstitution, for
me and in my name, place and stead, to sign my name as a director of WPL
Holdings, Inc. (the "Company") to the Registration Statement on Form S-8,
and any and all amendments (including post-effective amendments) or
supplements thereto, relating to the WPL Holdings, Inc. Long-Term Equity
Incentive Plan, and to file said Registration Statement, with all exhibits
thereto, and other documents in connection therewith, and any amendment
(including any post-effective amendment) or supplement thereto, with the
Securities and Exchange Commission in connection with the registration of
shares of the Company's common stock (and the accompanying rights to
purchase common stock) under the Securities Act of 1933, as amended.
I hereby ratify and confirm all that said attorneys-in-fact and
agents, or either of them, or their or his substitute or substitutes, have
done or shall lawfully do by virtue of this Power of Attorney.
WITNESS my hand this 3rd day of December, 1997.
/s/ Milton E. Neshek
Milton E. Neshek
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, That I
HENRY C. PRANGE
hereby constitute and appoint each of Erroll B. Davis, Jr. and Edward M.
Gleason, and each of them individually, my true and lawful attorneys-in-
fact and agents, with full power of substitution and resubstitution, for
me and in my name, place and stead, to sign my name as a director of WPL
Holdings, Inc. (the "Company") to the Registration Statement on Form S-8,
and any and all amendments (including post-effective amendments) or
supplements thereto, relating to the WPL Holdings, Inc. Long-Term Equity
Incentive Plan, and to file said Registration Statement, with all exhibits
thereto, and other documents in connection therewith, and any amendment
(including any post-effective amendment) or supplement thereto, with the
Securities and Exchange Commission in connection with the registration of
shares of the Company's common stock (and the accompanying rights to
purchase common stock) under the Securities Act of 1933, as amended.
I hereby ratify and confirm all that said attorneys-in-fact and
agents, or either of them, or their or his substitute or substitutes, have
done or shall lawfully do by virtue of this Power of Attorney.
WITNESS my hand this 3rd day of December, 1997.
/s/ Henry C. Prange
Henry C. Prange
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, That I
JUDITH D. PYLE
hereby constitute and appoint each of Erroll B. Davis, Jr. and Edward M.
Gleason, and each of them individually, my true and lawful attorneys-in-
fact and agents, with full power of substitution and resubstitution, for
me and in my name, place and stead, to sign my name as a director of WPL
Holdings, Inc. (the "Company") to the Registration Statement on Form S-8,
and any and all amendments (including post-effective amendments) or
supplements thereto, relating to the WPL Holdings, Inc. Long-Term Equity
Incentive Plan, and to file said Registration Statement, with all exhibits
thereto, and other documents in connection therewith, and any amendment
(including any post-effective amendment) or supplement thereto, with the
Securities and Exchange Commission in connection with the registration of
shares of the Company's common stock (and the accompanying rights to
purchase common stock) under the Securities Act of 1933, as amended.
I hereby ratify and confirm all that said attorneys-in-fact and
agents, or either of them, or their or his substitute or substitutes, have
done or shall lawfully do by virtue of this Power of Attorney.
WITNESS my hand this 3rd day of December, 1997.
/s/ Judith D. Pyle
Judith D. Pyle
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, That I
CAROL T. TOUSSAINT
hereby constitute and appoint each of Erroll B. Davis, Jr. and Edward M.
Gleason, and each of them individually, my true and lawful attorneys-in-
fact and agents, with full power of substitution and resubstitution, for
me and in my name, place and stead, to sign my name as a director of WPL
Holdings, Inc. (the "Company") to the Registration Statement on Form S-8,
and any and all amendments (including post-effective amendments) or
supplements thereto, relating to the WPL Holdings, Inc. Long-Term Equity
Incentive Plan, and to file said Registration Statement, with all exhibits
thereto, and other documents in connection therewith, and any amendment
(including any post-effective amendment) or supplement thereto, with the
Securities and Exchange Commission in connection with the registration of
shares of the Company's common stock (and the accompanying rights to
purchase common stock) under the Securities Act of 1933, as amended.
I hereby ratify and confirm all that said attorneys-in-fact and
agents, or either of them, or their or his substitute or substitutes, have
done or shall lawfully do by virtue of this Power of Attorney.
WITNESS my hand this 3rd day of December, 1997.
/s/ Carol T. Toussaint
Carol T. Toussaint