1
Exhibit 24
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned, a Director of
Old National Bancorp (the "Company"), an Indiana corporation with its principal
office located in Evansville, Indiana, does hereby severally make, constitute
and appoint John S. Poelker, Ronald W. Seib and Jeffrey L. Knight, and each of
them individually, as his true and lawful attorney-in-fact and agent, with full
power of substitution and re-substitution, for and on his behalf and in his
name, place and stead, and in all capacities, (a) to execute registration
statements and all amendments, revisions, supplements, exhibits and other
documents in connection therewith relating to the proposed registration,
offering, sale and issuance of securities of the Company with respect to the
Company's acquisition of control of ANB Corporation, an Indiana corporation with
its principal office located in Muncie, Indiana, (b) to file any and all of the
foregoing, in substantially the form which has been presented to me or which any
of the above-named attorneys-in-fact and agents may approve, with the Securities
and Exchange Commission pursuant to the Securities Act of 1933, as amended (the
"Act"), and the rules and regulations promulgated thereunder; and (c) to do, or
cause to be done, any and all other acts and things whatsoever as fully and to
all intents and purposes as the undersigned might or could do in person which
any of the above-named attorneys-in-fact and agents may deem necessary or
advisable in the premises and in order to enable the Company to register its
securities under and otherwise comply with the Act and the rules and regulations
promulgated thereunder; hereby approving, ratifying and confirming all actions
heretofore or hereafter lawfully taken, or caused to be taken, by any of the
above-named attorneys-in-fact and agents by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand as of the
day and year indicated below.
/s/ DAVID L. BARNING
- -------------------------
DIRECTOR
David L. Barning
- -------------------------
Printed Name
Dated: January 10, 2000
2
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned, a Director of
Old National Bancorp (the "Company"), an Indiana corporation with its principal
office located in Evansville, Indiana, does hereby severally make, constitute
and appoint John S. Poelker, Ronald W. Seib and Jeffrey L. Knight, and each of
them individually, as his true and lawful attorney-in-fact and agent, with full
power of substitution and re-substitution, for and on his behalf and in his
name, place and stead, and in all capacities, (a) to execute registration
statements and all amendments, revisions, supplements, exhibits and other
documents in connection therewith relating to the proposed registration,
offering, sale and issuance of securities of the Company with respect to the
Company's acquisition of control of ANB Corporation, an Indiana corporation with
its principal office located in Muncie, Indiana, (b) to file any and all of the
foregoing, in substantially the form which has been presented to me or which any
of the above-named attorneys-in-fact and agents may approve, with the Securities
and Exchange Commission pursuant to the Securities Act of 1933, as amended (the
"Act"), and the rules and regulations promulgated thereunder; and (c) to do, or
cause to be done, any and all other acts and things whatsoever as fully and to
all intents and purposes as the undersigned might or could do in person which
any of the above-named attorneys-in-fact and agents may deem necessary or
advisable in the premises and in order to enable the Company to register its
securities under and otherwise comply with the Act and the rules and regulations
promulgated thereunder; hereby approving, ratifying and confirming all actions
heretofore or hereafter lawfully taken, or caused to be taken, by any of the
above-named attorneys-in-fact and agents by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand as of the
day and year indicated below.
/s/ RICHARD J. BOND
- -------------------------
DIRECTOR
Richard J. Bond
- -------------------------
Printed Name
Dated: January 10, 2000
3
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned, a Director of
Old National Bancorp (the "Company"), an Indiana corporation with its principal
office located in Evansville, Indiana, does hereby severally make, constitute
and appoint John S. Poelker, Ronald W. Seib and Jeffrey L. Knight, and each of
them individually, as his true and lawful attorney-in-fact and agent, with full
power of substitution and re-substitution, for and on his behalf and in his
name, place and stead, and in all capacities, (a) to execute registration
statements and all amendments, revisions, supplements, exhibits and other
documents in connection therewith relating to the proposed registration,
offering, sale and issuance of securities of the Company with respect to the
Company's acquisition of control of ANB Corporation, an Indiana corporation with
its principal office located in Muncie, Indiana, (b) to file any and all of the
foregoing, in substantially the form which has been presented to me or which any
of the above-named attorneys-in-fact and agents may approve, with the Securities
and Exchange Commission pursuant to the Securities Act of 1933, as amended (the
"Act"), and the rules and regulations promulgated thereunder; and (c) to do, or
cause to be done, any and all other acts and things whatsoever as fully and to
all intents and purposes as the undersigned might or could do in person which
any of the above-named attorneys-in-fact and agents may deem necessary or
advisable in the premises and in order to enable the Company to register its
securities under and otherwise comply with the Act and the rules and regulations
promulgated thereunder; hereby approving, ratifying and confirming all actions
heretofore or hereafter lawfully taken, or caused to be taken, by any of the
above-named attorneys-in-fact and agents by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand as of the
day and year indicated below.
/s/ ALAN W. BRAUN
- -------------------------
DIRECTOR
Alan W. Braun
- -------------------------
Printed Name
Dated: January 10, 2000
4
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned, a Director of
Old National Bancorp (the "Company"), an Indiana corporation with its principal
office located in Evansville, Indiana, does hereby severally make, constitute
and appoint John S. Poelker, Ronald W. Seib and Jeffrey L. Knight, and each of
them individually, as his true and lawful attorney-in-fact and agent, with full
power of substitution and re-substitution, for and on his behalf and in his
name, place and stead, and in all capacities, (a) to execute registration
statements and all amendments, revisions, supplements, exhibits and other
documents in connection therewith relating to the proposed registration,
offering, sale and issuance of securities of the Company with respect to the
Company's acquisition of control of ANB Corporation, an Indiana corporation with
its principal office located in Muncie, Indiana, (b) to file any and all of the
foregoing, in substantially the form which has been presented to me or which any
of the above-named attorneys-in-fact and agents may approve, with the Securities
and Exchange Commission pursuant to the Securities Act of 1933, as amended (the
"Act"), and the rules and regulations promulgated thereunder; and (c) to do, or
cause to be done, any and all other acts and things whatsoever as fully and to
all intents and purposes as the undersigned might or could do in person which
any of the above-named attorneys-in-fact and agents may deem necessary or
advisable in the premises and in order to enable the Company to register its
securities under and otherwise comply with the Act and the rules and regulations
promulgated thereunder; hereby approving, ratifying and confirming all actions
heretofore or hereafter lawfully taken, or caused to be taken, by any of the
above-named attorneys-in-fact and agents by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand as of the
day and year indicated below.
/s/ WAYNE A. DAVIDSON
- -------------------------
DIRECTOR
Wayne A. Davidson
- -------------------------
Printed Name
Dated: January 10, 2000
5
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned, a Director of
Old National Bancorp (the "Company"), an Indiana corporation with its principal
office located in Evansville, Indiana, does hereby severally make, constitute
and appoint John S. Poelker, Ronald W. Seib and Jeffrey L. Knight, and each of
them individually, as his true and lawful attorney-in-fact and agent, with full
power of substitution and re-substitution, for and on his behalf and in his
name, place and stead, and in all capacities, (a) to execute registration
statements and all amendments, revisions, supplements, exhibits and other
documents in connection therewith relating to the proposed registration,
offering, sale and issuance of securities of the Company with respect to the
Company's acquisition of control of ANB Corporation, an Indiana corporation with
its principal office located in Muncie, Indiana, (b) to file any and all of the
foregoing, in substantially the form which has been presented to me or which any
of the above-named attorneys-in-fact and agents may approve, with the Securities
and Exchange Commission pursuant to the Securities Act of 1933, as amended (the
"Act"), and the rules and regulations promulgated thereunder; and (c) to do, or
cause to be done, any and all other acts and things whatsoever as fully and to
all intents and purposes as the undersigned might or could do in person which
any of the above-named attorneys-in-fact and agents may deem necessary or
advisable in the premises and in order to enable the Company to register its
securities under and otherwise comply with the Act and the rules and regulations
promulgated thereunder; hereby approving, ratifying and confirming all actions
heretofore or hereafter lawfully taken, or caused to be taken, by any of the
above-named attorneys-in-fact and agents by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand as of the
day and year indicated below.
/s/ LARRY E. DUNIGAN
- -------------------------
DIRECTOR
Larry E. Dunigan
- -------------------------
Printed Name
Dated: January 10, 2000
6
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned, a Director of
Old National Bancorp (the "Company"), an Indiana corporation with its principal
office located in Evansville, Indiana, does hereby severally make, constitute
and appoint John S. Poelker, Ronald W. Seib and Jeffrey L. Knight, and each of
them individually, as his true and lawful attorney-in-fact and agent, with full
power of substitution and re-substitution, for and on his behalf and in his
name, place and stead, and in all capacities, (a) to execute registration
statements and all amendments, revisions, supplements, exhibits and other
documents in connection therewith relating to the proposed registration,
offering, sale and issuance of securities of the Company with respect to the
Company's acquisition of control of ANB Corporation, an Indiana corporation with
its principal office located in Muncie, Indiana, (b) to file any and all of the
foregoing, in substantially the form which has been presented to me or which any
of the above-named attorneys-in-fact and agents may approve, with the Securities
and Exchange Commission pursuant to the Securities Act of 1933, as amended (the
"Act"), and the rules and regulations promulgated thereunder; and (c) to do, or
cause to be done, any and all other acts and things whatsoever as fully and to
all intents and purposes as the undersigned might or could do in person which
any of the above-named attorneys-in-fact and agents may deem necessary or
advisable in the premises and in order to enable the Company to register its
securities under and otherwise comply with the Act and the rules and regulations
promulgated thereunder; hereby approving, ratifying and confirming all actions
heretofore or hereafter lawfully taken, or caused to be taken, by any of the
above-named attorneys-in-fact and agents by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand as of the
day and year indicated below.
/s/ DAVID E. ECKERLE
- -------------------------
DIRECTOR
David E. Eckerle
- -------------------------
Printed Name
Dated: January 10, 2000
7
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned, a Director of
Old National Bancorp (the "Company"), an Indiana corporation with its principal
office located in Evansville, Indiana, does hereby severally make, constitute
and appoint John S. Poelker, Ronald W. Seib and Jeffrey L. Knight, and each of
them individually, as his true and lawful attorney-in-fact and agent, with full
power of substitution and re-substitution, for and on his behalf and in his
name, place and stead, and in all capacities, (a) to execute registration
statements and all amendments, revisions, supplements, exhibits and other
documents in connection therewith relating to the proposed registration,
offering, sale and issuance of securities of the Company with respect to the
Company's acquisition of control of ANB Corporation, an Indiana corporation with
its principal office located in Muncie, Indiana, (b) to file any and all of the
foregoing, in substantially the form which has been presented to me or which any
of the above-named attorneys-in-fact and agents may approve, with the Securities
and Exchange Commission pursuant to the Securities Act of 1933, as amended (the
"Act"), and the rules and regulations promulgated thereunder; and (c) to do, or
cause to be done, any and all other acts and things whatsoever as fully and to
all intents and purposes as the undersigned might or could do in person which
any of the above-named attorneys-in-fact and agents may deem necessary or
advisable in the premises and in order to enable the Company to register its
securities under and otherwise comply with the Act and the rules and regulations
promulgated thereunder; hereby approving, ratifying and confirming all actions
heretofore or hereafter lawfully taken, or caused to be taken, by any of the
above-named attorneys-in-fact and agents by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand as of the
day and year indicated below.
/s/ PHELPS L. LAMBERT
- -------------------------
DIRECTOR
Phelps L. Lambert
- -------------------------
Printed Name
Dated: January 10, 2000
8
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned, a Director of
Old National Bancorp (the "Company"), an Indiana corporation with its principal
office located in Evansville, Indiana, does hereby severally make, constitute
and appoint John S. Poelker, Ronald W. Seib and Jeffrey L. Knight, and each of
them individually, as his true and lawful attorney-in-fact and agent, with full
power of substitution and re-substitution, for and on his behalf and in his
name, place and stead, and in all capacities, (a) to execute registration
statements and all amendments, revisions, supplements, exhibits and other
documents in connection therewith relating to the proposed registration,
offering, sale and issuance of securities of the Company with respect to the
Company's acquisition of control of ANB Corporation, an Indiana corporation with
its principal office located in Muncie, Indiana, (b) to file any and all of the
foregoing, in substantially the form which has been presented to me or which any
of the above-named attorneys-in-fact and agents may approve, with the Securities
and Exchange Commission pursuant to the Securities Act of 1933, as amended (the
"Act"), and the rules and regulations promulgated thereunder; and (c) to do, or
cause to be done, any and all other acts and things whatsoever as fully and to
all intents and purposes as the undersigned might or could do in person which
any of the above-named attorneys-in-fact and agents may deem necessary or
advisable in the premises and in order to enable the Company to register its
securities under and otherwise comply with the Act and the rules and regulations
promulgated thereunder; hereby approving, ratifying and confirming all actions
heretofore or hereafter lawfully taken, or caused to be taken, by any of the
above-named attorneys-in-fact and agents by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand as of the
day and year indicated below.
/s/ RONALD B. LANKFORD
- -------------------------
DIRECTOR
Ronald B. Lankford
- -------------------------
Printed Name
Dated: January 10, 2000
9
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned, a Director of
Old National Bancorp (the "Company"), an Indiana corporation with its principal
office located in Evansville, Indiana, does hereby severally make, constitute
and appoint John S. Poelker, Ronald W. Seib and Jeffrey L. Knight, and each of
them individually, as his true and lawful attorney-in-fact and agent, with full
power of substitution and re-substitution, for and on his behalf and in his
name, place and stead, and in all capacities, (a) to execute registration
statements and all amendments, revisions, supplements, exhibits and other
documents in connection therewith relating to the proposed registration,
offering, sale and issuance of securities of the Company with respect to the
Company's acquisition of control of ANB Corporation, an Indiana corporation with
its principal office located in Muncie, Indiana, (b) to file any and all of the
foregoing, in substantially the form which has been presented to me or which any
of the above-named attorneys-in-fact and agents may approve, with the Securities
and Exchange Commission pursuant to the Securities Act of 1933, as amended (the
"Act"), and the rules and regulations promulgated thereunder; and (c) to do, or
cause to be done, any and all other acts and things whatsoever as fully and to
all intents and purposes as the undersigned might or could do in person which
any of the above-named attorneys-in-fact and agents may deem necessary or
advisable in the premises and in order to enable the Company to register its
securities under and otherwise comply with the Act and the rules and regulations
promulgated thereunder; hereby approving, ratifying and confirming all actions
heretofore or hereafter lawfully taken, or caused to be taken, by any of the
above-named attorneys-in-fact and agents by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand as of the
day and year indicated below.
/s/ LUCIEN H. MEIS
- -------------------------
DIRECTOR
Lucien H. Meis
- -------------------------
Printed Name
Dated: January 10, 2000
10
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned, a Director of
Old National Bancorp (the "Company"), an Indiana corporation with its principal
office located in Evansville, Indiana, does hereby severally make, constitute
and appoint John S. Poelker, Ronald W. Seib and Jeffrey L. Knight, and each of
them individually, as his true and lawful attorney-in-fact and agent, with full
power of substitution and re-substitution, for and on his behalf and in his
name, place and stead, and in all capacities, (a) to execute registration
statements and all amendments, revisions, supplements, exhibits and other
documents in connection therewith relating to the proposed registration,
offering, sale and issuance of securities of the Company with respect to the
Company's acquisition of control of ANB Corporation, an Indiana corporation with
its principal office located in Muncie, Indiana, (b) to file any and all of the
foregoing, in substantially the form which has been presented to me or which any
of the above-named attorneys-in-fact and agents may approve, with the Securities
and Exchange Commission pursuant to the Securities Act of 1933, as amended (the
"Act"), and the rules and regulations promulgated thereunder; and (c) to do, or
cause to be done, any and all other acts and things whatsoever as fully and to
all intents and purposes as the undersigned might or could do in person which
any of the above-named attorneys-in-fact and agents may deem necessary or
advisable in the premises and in order to enable the Company to register its
securities under and otherwise comply with the Act and the rules and regulations
promulgated thereunder; hereby approving, ratifying and confirming all actions
heretofore or hereafter lawfully taken, or caused to be taken, by any of the
above-named attorneys-in-fact and agents by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand as of the
day and year indicated below.
/s/ LOUIS L. MERVIS
- -------------------------
DIRECTOR
Louis L. Mervis
- -------------------------
Printed Name
Dated: January 10, 2000
11
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned, a Director of
Old National Bancorp (the "Company"), an Indiana corporation with its principal
office located in Evansville, Indiana, does hereby severally make, constitute
and appoint John S. Poelker, Ronald W. Seib and Jeffrey L. Knight, and each of
them individually, as her true and lawful attorney-in-fact and agent, with full
power of substitution and re-substitution, for and on her behalf and in her
name, place and stead, and in all capacities, (a) to execute registration
statements and all amendments, revisions, supplements, exhibits and other
documents in connection therewith relating to the proposed registration,
offering, sale and issuance of securities of the Company with respect to the
Company's acquisition of control of ANB Corporation, an Indiana corporation with
its principal office located in Muncie, Indiana, (b) to file any and all of the
foregoing, in substantially the form which has been presented to me or which any
of the above-named attorneys-in-fact and agents may approve, with the Securities
and Exchange Commission pursuant to the Securities Act of 1933, as amended (the
"Act"), and the rules and regulations promulgated thereunder; and (c) to do, or
cause to be done, any and all other acts and things whatsoever as fully and to
all intents and purposes as the undersigned might or could do in person which
any of the above-named attorneys-in-fact and agents may deem necessary or
advisable in the premises and in order to enable the Company to register its
securities under and otherwise comply with the Act and the rules and regulations
promulgated thereunder; hereby approving, ratifying and confirming all actions
heretofore or hereafter lawfully taken, or caused to be taken, by any of the
above-named attorneys-in-fact and agents by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set her hand as of the
day and year indicated below.
/s/ LAWRENCE D. PRYBIL
- -------------------------
DIRECTOR
Lawrence D. Prybil
- -------------------------
Printed Name
Dated: January 10, 2000
12
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned, a Director of
Old National Bancorp (the "Company"), an Indiana corporation with its principal
office located in Evansville, Indiana, does hereby severally make, constitute
and appoint John S. Poelker, Ronald W. Seib and Jeffrey L. Knight, and each of
them individually, as his true and lawful attorney-in-fact and agent, with full
power of substitution and re-substitution, for and on his behalf and in his
name, place and stead, and in all capacities, (a) to execute registration
statements and all amendments, revisions, supplements, exhibits and other
documents in connection therewith relating to the proposed registration,
offering, sale and issuance of securities of the Company with respect to the
Company's acquisition of control of ANB Corporation, an Indiana corporation with
its principal office located in Muncie, Indiana, (b) to file any and all of the
foregoing, in substantially the form which has been presented to me or which any
of the above-named attorneys-in-fact and agents may approve, with the Securities
and Exchange Commission pursuant to the Securities Act of 1933, as amended (the
"Act"), and the rules and regulations promulgated thereunder; and (c) to do, or
cause to be done, any and all other acts and things whatsoever as fully and to
all intents and purposes as the undersigned might or could do in person which
any of the above-named attorneys-in-fact and agents may deem necessary or
advisable in the premises and in order to enable the Company to register its
securities under and otherwise comply with the Act and the rules and regulations
promulgated thereunder; hereby approving, ratifying and confirming all actions
heretofore or hereafter lawfully taken, or caused to be taken, by any of the
above-named attorneys-in-fact and agents by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand as of the
day and year indicated below.
/s/ JOHN N. ROYSE
- -------------------------
DIRECTOR
John N. Royse
- -------------------------
Printed Name
Dated: January 10, 2000
13
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned, a Director of
Old National Bancorp (the "Company"), an Indiana corporation with its principal
office located in Evansville, Indiana, does hereby severally make, constitute
and appoint John S. Poelker, Ronald W. Seib and Jeffrey L. Knight, and each of
them individually, as her true and lawful attorney-in-fact and agent, with full
power of substitution and re-substitution, for and on her behalf and in her
name, place and stead, and in all capacities, (a) to execute registration
statements and all amendments, revisions, supplements, exhibits and other
documents in connection therewith relating to the proposed registration,
offering, sale and issuance of securities of the Company with respect to the
Company's acquisition of control of ANB Corporation, an Indiana corporation with
its principal office located in Muncie, Indiana, (b) to file any and all of the
foregoing, in substantially the form which has been presented to me or which any
of the above-named attorneys-in-fact and agents may approve, with the Securities
and Exchange Commission pursuant to the Securities Act of 1933, as amended (the
"Act"), and the rules and regulations promulgated thereunder; and (c) to do, or
cause to be done, any and all other acts and things whatsoever as fully and to
all intents and purposes as the undersigned might or could do in person which
any of the above-named attorneys-in-fact and agents may deem necessary or
advisable in the premises and in order to enable the Company to register its
securities under and otherwise comply with the Act and the rules and regulations
promulgated thereunder; hereby approving, ratifying and confirming all actions
heretofore or hereafter lawfully taken, or caused to be taken, by any of the
above-named attorneys-in-fact and agents by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set her hand as of the
day and year indicated below.
/s/ MARJORIE Z. SOYUGENC
- -------------------------
DIRECTOR
Marjorie Z. Soyugenc
- -------------------------
Printed Name
Dated: January 10, 2000
14
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned, a Director of
Old National Bancorp (the "Company"), an Indiana corporation with its principal
office located in Evansville, Indiana, does hereby severally make, constitute
and appoint John S. Poelker, Ronald W. Seib and Jeffrey L. Knight, and each of
them individually, as his true and lawful attorney-in-fact and agent, with full
power of substitution and re-substitution, for and on his behalf and in his
name, place and stead, and in all capacities, (a) to execute registration
statements and all amendments, revisions, supplements, exhibits and other
documents in connection therewith relating to the proposed registration,
offering, sale and issuance of securities of the Company with respect to the
Company's acquisition of control of ANB Corporation, an Indiana corporation with
its principal office located in Muncie, Indiana, (b) to file any and all of the
foregoing, in substantially the form which has been presented to me or which any
of the above-named attorneys-in-fact and agents may approve, with the Securities
and Exchange Commission pursuant to the Securities Act of 1933, as amended (the
"Act"), and the rules and regulations promulgated thereunder; and (c) to do, or
cause to be done, any and all other acts and things whatsoever as fully and to
all intents and purposes as the undersigned might or could do in person which
any of the above-named attorneys-in-fact and agents may deem necessary or
advisable in the premises and in order to enable the Company to register its
securities under and otherwise comply with the Act and the rules and regulations
promulgated thereunder; hereby approving, ratifying and confirming all actions
heretofore or hereafter lawfully taken, or caused to be taken, by any of the
above-named attorneys-in-fact and agents by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand as of the
day and year indicated below.
/s/ CHARLES D. STORMS
- -------------------------
DIRECTOR
Charles D. Storms
- -------------------------
Printed Name
Dated: January 10, 2000