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 $5,750,000,000
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. and Timothy M. Hayes, 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
2nd day of October, 2002.
/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 2nd day of October, 2002.
/s/ Ruby A. Mercer
--------------------------------------------
Printed: Ruby A. Mercer
Notary Public
County of Residence: Vanderburgh
Commission Expires: May 10, 2007
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 $5,750,000,000
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. and Timothy M. Hayes, 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
2nd day of October, 2002.
/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 2nd day of October, 2002.
/s/ Ruby A. Mercer
--------------------------------------------
Printed: Ruby A. Mercer
Notary Public
County of Residence: Vanderburgh
Commission Expires: May 10, 2007
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 $5,750,000,000
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. and Timothy M. Hayes, 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
3rd day of October, 2002.
/s/ WILLIAM N. DOOLEY
--------------------------------------------
William N. Dooley
STATE OF NEW YORK )
) SS:
COUNTY OF NEW YORK )
Before me, a Notary Public in and for said County and State, personally
appeared William N. Dooley who acknowledged the execution of the foregoing Power
of Attorney.
Witness my hand and Notarial Seal, this 3rd day of October, 2002.
/s/ Sandra A. LeMonds
--------------------------------------------
Printed: Sandra A. LeMonds
Notary Public, State of New York
No. 0ILE5059041
Qualified in New York County
Commission Expires April 22, 2006
[NOTARY SEAL]
County of Residence: New York
Commission Expires: 4/22/06
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 $5,750,000,000
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. and Timothy M. Hayes, 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
2nd day of October, 2002.
/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 2nd day of October, 2002.
/s/ Shannon S. Duncan
--------------------------------------------
Printed: Shannon S. Duncan
Notary Public
County of Residence: Vanderburgh
Commission Expires: 7/25/10
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 $5,750,000,000
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. and Timothy M. Hayes, 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
2nd day of October, 2002.
/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 2nd day of October, 2002.
/s/ Ruby A. Mercer
--------------------------------------------
Printed: Ruby A. Mercer
Notary Public
County of Residence: Vanderburgh
Commission Expires: May 10, 2007