Exhibit B
Attached hereto is a true and correct copy of a Power of Attorney given
by each of the persons signatory thereto.
/s/ John Banes
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John Banes
POWER OF ATTORNEY
Each of the undersigned, being a Director and officer of Airplanes
Limited, hereby individually appoints Frank Haspel, John McMahon, Huib van
Doorn, Erwin den Dikken, Brian Marks, Gerry Hastings and Sean Brennan and each
of them, acting on behalf of debis AirFinance Financial Services (Ireland)
Limited (formerly AerFi Financial Services (Ireland) Limited), as Administrative
Agent of Airplanes Limited, his true and lawful attorney-in-fact and agent (each
an "Attorney-in-Fact"), with full power by power of attorney of substitution and
resubstitution, for him and in his name, place and stead, in his capacity as a
Director and an officer of Airplanes Limited, to sign each Report on Form 8-K
which will be filed at least monthly, provided that where any such Report on
Form 8-K is required to contain any information in addition to or other than a
copy of the relevant monthly report to certificate holders, the contents of such
Report on Form 8-K shall be notified to any one Director of Airplanes Limited
prior to the filing thereof, each such Report on Form 8-K containing a monthly
report to certificate holders to be filed monthly on or about the 15th day of
each month and each other Report on Form 8-K to be filed within the time
prescribed by the Securities and Exchange Commission (the "SEC") upon the
occurrence of certain events listed in the SEC rules and regulations with the
SEC and any amendments thereto, and to file the same with any exhibits thereto
and any other documents in connection therewith with the SEC, granting unto said
Attorney-in-Fact full power and authority to do and perform each and every act
and thing requisite and necessary to be done in and about the premises as fully
to all intents and purposes as he might or could do in person, hereby ratifying
and confirming all that said Attorney-in-Fact, or his substitute, may lawfully
do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, each of the undersigned has caused this Power of
Attorney to be duly executed and delivered in Jersey, Channel Islands on the
date indicated below.
Dated: June 6, 2002 /s/ William M. McCann
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William M. McCann
Witness: /s/ Michael Walsh
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Dated: June 6, 2002 /s/ Roy M. Dantzic
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Roy M. Dantzic
Witness: /s/ Michael Walsh
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Dated: June 6, 2002 /s/ Hugh R. Jenkins
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Hugh R. Jenkins
Witness: /s/ Michael Walsh
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Dated: June 6, 2002 /s/ Richard E. Cavanagh
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Richard E. Cavanagh
Witness: /s/ Michael Walsh
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Dated: June 6, 2002 /s/ Brian T. Hayden
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Brian T. Hayden
Witness: /s/ Michael Walsh
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