EXHIBIT 24 ---------- POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, THAT EACH PERSON WHOSE SIGNATURE APPEARS BELOW, CONSTITUTES AND APPOINTS ROBERT H. JOSEPH, JR. AND DAVID R. BREWER, JR. AND EACH OF THEM, OUR TRUE AND LAWFUL ATTORNEYS-IN-FACT AND AGENTS, WITH FULL POWER OF SUBSTITUTION AND RESUBSTITUTION, TO DO ANY AND ALL ACTS AND THINGS AND EXECUTE, IN THE NAME OF THE UNDERSIGNED, ANY AND ALL INSTRUMENTS WHICH SAID ATTORNEYS-IN-FACT AND AGENTS MAY DEEM NECESSARY OR ADVISABLE IN ORDER TO ENABLE ALLIANCE CAPITAL MANAGEMENT L.P. TO COMPLY WITH THE SECURITIES ACT OF 1933 AND ANY REQUIREMENTS OF THE SECURITIES AND EXCHANGE COMMISSION IN RESPECT THEREOF, IN CONNECTION WITH THE FILING WITH THE SECURITIES AND EXCHANGE COMMISSION OF THE REGISTRATION STATEMENT ON FORM S-8 UNDER THE SECURITIES ACT OF 1933, INCLUDING SPECIFICALLY BUT WITHOUT LIMITATION, POWER AND AUTHORITY TO SIGN THE NAME OF THE UNDERSIGNED TO SUCH REGISTRATION STATEMENT, AND ANY AMENDMENTS TO SUCH REGISTRATION STATEMENT (INCLUDING POST-EFFECTIVE AMENDMENTS), AND TO FILE THE SAME WITH ALL EXHIBITS THERETO AND OTHER DOCUMENTS IN CONNECTION THEREWITH, WITH THE SECURITIES AND EXCHANGE COMMISSION, TO SIGN ANY AND ALL APPLICATIONS, REGISTRATION STATEMENTS, NOTICES OR OTHER DOCUMENTS NECESSARY OR ADVISABLE TO COMPLY WITH APPLICABLE STATE SECURITIES LAWS, AND TO FILE THE SAME, TOGETHER WITH OTHER DOCUMENTS IN CONNECTION THEREWITH WITH THE APPROPRIATE STATE SECURITIES AUTHORITIES, GRANTING UNTO SAID ATTORNEYS-IN-FACT AND AGENTS, AND EACH OF THEM, FULL POWER AND AUTHORITY TO DO AND TO PERFORM EACH AND EVERY ACT AND THING REQUISITE OR NECESSARY TO BE DONE IN AND ABOUT THE PREMISES, AS FULLY AND TO ALL INTENTS AND PURPOSES AS THE UNDERSIGNED MIGHT OR COULD DO IN PERSON, HEREBY RATIFYING AND CONFIRMING ALL THAT SAID ATTORNEYS-IN-FACT AND AGENTS, AND ANY OF THEM, OR THEIR SUBSTITUTES, MAY LAWFULLY DO OR CAUSE TO BE DONE BY VIRTUE HEREOF. Signature Title Date - --------- ----- ---- /s/ Dave H. Williams - ---------------------------- Chairman of the Board March 10, 1998 Dave H. Williams and Director /s/ Bruce W. Calvert Vice Chairman and Director March 10, 1998 - ---------------------------- Bruce W. Calvert /s/ John D. Carifa Director March 10, 1998 - ---------------------------- John D. Carifa /s/ Claude Bebear - ---------------------------- Director March 10, 1998 Claude Bebear /s/ Donald H. Brydon - ---------------------------- Director March 10, 1998 Donald H. Brydon /s/ Henri de Castries - ---------------------------- Director March 10, 1998 Henri de Castries /s/ Kevin C. Dolan - ---------------------------- Director March 10, 1998 Kevin C. Dolan /s/ Denis Duverne - ---------------------------- Director March 10, 1998 Denis Duverne /s/ Alfred Harrison - ---------------------------- Vice Chairman and Director March 10, 1998 Alfred Harrison /s/ Benjamin D. Holloway - ---------------------------- Director March 10, 1998 Benjamin D. Holloway /s/ Joseph J. Melone - ---------------------------- Director March 10, 1998 Joseph J. Melone /s/ Frank Savage - ---------------------------- Director March 10, 1998 Frank Savage /s/ Stanley B. Tulin - ---------------------------- Director March 10, 1998 Stanley B. Tulin /s/ Reba W. Williams - ---------------------------- Director March 10, 1998 Reba W. Williams /s/ Robert B. Zoellick - ---------------------------- Director March 10, 1998 Robert B. Zoellick