Exhibit 24
POWER OF ATTORNEY
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KNOW ALL MEN BY THESE PRESENTS:
That the undersigned officers and directors of Northern Trust Corporation
hereby severally constitute and appoint William A. Osborn and Peter L. Rossiter,
and each of them singly, our true and lawful attorneys and agents with full
power to them and each of them singly, to sign for us in our names in the
capacities indicated below a Registration Statement on Form S-8 relating to the
sale of interests in The Northern Trust Company Thrift-Incentive Plan and shares
of Common Stock of Northern Trust Corporation any and all amendments (including
post-effective amendments) to such a Registration Statement and to file any of
the foregoing, with all exhibits thereto and other documents in connection
therewith, with the Securities and Exchange Commission, hereby granting to such
attorneys and agents, and each of them, full power of substitution and
revocation in the premises, and generally to do all such things in our name and
behalf in our capacities as officers and directors to enable Northern Trust
Corporation to comply with the provisions of the Securities Act of 1933, as
amended, and all regulations of the Securities and Exchange Commission
thereunder, hereby ratifying and confirming our signatures as they may be signed
by our said attorneys, or any one of them, to said Registration Statement, and
any and all amendments thereto, and all that said attorneys and agents, or any
of them, may do or cause to be done by virtue of these presents.
IN WITNESS WHEREOF, the undersigned here hereunto executed this Power of
Attorney this 17th day of February, 1998.
/s/ WILLIAM A. OSBORN
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William A. Osborn
Chairman of the Board,
Chief Executive Officer and Director
/s/ BARRY G. HASTINGS
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Barry G. Hastings
President, Chief Operating
Officer and Director
/s/ PERRY R. PERO
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Perry R. Pero
Senior Executive Vice President and
Chief Financial Officer
State of Ilinois,)
) ss
County of Cook )
I, Victoria Anioni, a Notary Public in and for said county, in the
aforesaid state, do hereby certify that the above named directors and officers
of Northern Trust Corporation, personally known to me as the same persons whose
names are subscribed to the foregoing instrument, appeared before me this day in
person, and severally acknowledged that they signed and delivered the said
instrument as their free and voluntary act, for the uses and purposes therein
set forth.
Given under my hand and notarial seal as of the 17th of February, 1998.
/s/ Victoria Anioni
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Notary Public
My Commission Expires: 7-25-99
/s/ HARRY W. SHORT
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Harry W. Short
Senior Vice President and Controller
/s/ DUANE L. BURNHAM /s/ FREDERICK A. KREHBIEL
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Duane L. Burnham Frederick A. Krehbiel
Director Director
/s/ DOLORES E. CROSS /s/ WILLIAM G. MITCHELL
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Dolores E. Cross William G. Mitchell
Director Director
/s/ SUSAN CROWN /s/ EDWARD J. MOONEY
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Susan Crown Edward J. Mooney
Director Director
/s/ ROBERT S. HAMADA /s/ HAROLD B. SMITH
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Robert S. Hamada Harold B. Smith
Director Director
/s/ ROBERT A. HELMAN /s/ WILLIAM D. SMITHBURG
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Robert A. Helman William D. Smithburg
Director Director
/s/ ARTHUR L. KELLY /s/ BIDE L. THOMAS
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Arthur L. Kelly Bide L. Thomas
Director Director