Exhibit B
Attached hereto is a true and correct copy of a Power of Attorney given
by each of the persons signatory thereto.
/s/Vivian Fu
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Vivian Fu
POWER OF ATTORNEY
Each of the undersigned, being a Director and officer of Airplanes
Limited, hereby individually appoints Patrick Blaney, John Tierney, Brian
McLoghlin, Declan Treacy, Richard Pierce, John Redmond, Michael Walsh and
Rose Hynes and each of them, acting as an officer of GPA 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 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
a 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 SEC upon the occurrance of certain events listed in the
SEC rules and regulations with the Securities and Exchange Commission (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 on the date indicated below.
Dated: 24 June 1996 /s/ Roy M. Dantzic
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Roy M. Dantzic
Witness: /s/ A.Syvret
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Dated: 24 June 1996 /s/ William A. Franke
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William A. Franke
Witness: /s/ A.Syvret
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Dated: 24 June 1996 /s/ Hugh R. Jenkins
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Hugh R. Jenkins
Witness: /s/ A.Syvret
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Dated: 24 June 1996 /s/ William M. McCann
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William M. McCann
Witness: /s/ A.Syvret
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Dated: 24 June 1996 /s/ Edward J. Hansom
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Edward J. Hansom
Witness: /s/ A.Syvret
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