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 up to $3.5 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, Donald R. Breivogel, Jr., Timothy M. Hayes and Nicholas R.
Rasmussen, 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 18th
day of July, 2001.
/s/ STEPHEN L. BLAKE
--------------------------------------
STEPHEN L. BLAKE
STATE OF INDIANA )
) SS:
COUNTY OF VANDERBURGH )
Before me, a Notary Public in and for said County and State, personally
appeared Stephen L. Blake who acknowledged the execution of the foregoing Power
of Attorney.
Witness my hand and Notarial Seal, this 18th day of July, 2001.
/s/ GEORGANNA M. HOFFMAN
--------------------------------------
Printed: Georganna M. Hoffman
Notary Public
County of Residence: Vanderburgh
Commission Expires: 10/6/07
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 up to $3.5 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, Donald R. Breivogel, Jr., Timothy M. Hayes and Nicholas R.
Rasmussen, 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 18th
day of July, 2001.
/s/ ROBERT A. COLE
--------------------------------------
ROBERT A. COLE
STATE OF INDIANA )
) SS:
COUNTY OF VANDERBURGH )
Before me, a Notary Public in and for said County and State, personally
appeared Robert A. Cole who acknowledged the execution of the foregoing Power of
Attorney.
Witness my hand and Notarial Seal, this 18th day of July, 2001.
/s/ GEORGANNA M. HOFFMAN
--------------------------------------
Printed: Georganna M. Hoffman
Notary Public
County of Residence: Vanderburgh
Commission Expires: 10/6/07
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 up to $3.5 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, Donald R. Breivogel, Jr., Timothy M. Hayes and Nicholas R.
Rasmussen, 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 18th
day of July, 2001.
/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 18th day of July, 2001.
/s/ GEORGANNA M. HOFFMAN
--------------------------------------
Printed: Georganna M. Hoffman
Notary Public
County of Residence: Vanderburgh
Commission Expires: 10/6/07
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 up to $3.5 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, Donald R. Breivogel, Jr., Timothy M. Hayes and Nicholas R.
Rasmussen, 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 18th
day of July, 2001.
/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 18th day of July, 2001.
/s/ GEORGANNA M. HOFFMAN
--------------------------------------
Printed: Georganna M. Hoffman
Notary Public
County of Residence: Vanderburgh
Commission Expires: 10/6/07
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 up to $3.5 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, Donald R. Breivogel, Jr., Timothy M. Hayes and Nicholas R.
Rasmussen, 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 18th
day of July, 2001.
/s/ BEN D. HENDRIX
--------------------------------------
Ben D. Hendrix
STATE OF INDIANA )
) SS:
COUNTY OF VANDERBURGH )
Before me, a Notary Public in and for said County and State, personally
appeared Ben D. Hendrix who acknowledged the execution of the foregoing Power of
Attorney.
Witness my hand and Notarial Seal, this 18th day of July, 2001.
/s/ GEORGANNA M. HOFFMAN
--------------------------------------
Printed: Georganna M. Hoffman
Notary Public
County of Residence: Vanderburgh
Commission Expires: 10/6/07