1
Exhibit 24
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned officer and/or
director of Worthington Industries, Inc., a Delaware corporation, which is
about to file with the Securities and Exchange Commission, Washington, D.C.
under the provisions of the Securities Act of 1933, as amended, a Registration
Statement (and/or amendments thereto) on Form S-3 for the registration of up to
$450,000,000 of its debt securities for offering and sale, hereby constitutes
and appoints Donal H. Malenick, Donald G. Barger, Jr. and Dale T. Brinkman, his
true and lawful attorneys-in-fact and agents, with full power to act without
the other, for him and in his name, place and stead, in any and all capacities,
to sign such Registration Statement and any or all amendments thereto, and to
file the same, with all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, granted unto said
attorneys-in-fact and agents, and each of them, 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 and agents or any of them or their or his substitute or
substitutes may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 23rd
day of February, 1996.
/s/ Donald G. Barger, Jr.
--------------------------------
Donald G. Barger, Jr.
2
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned officer and/or
director of Worthington Industries, Inc., a Delaware corporation, which is
about to file with the Securities and Exchange Commission, Washington, D.C.
under the provisions of the Securities Act of 1933, as amended, a Registration
Statement (and/or amendments thereto) on Form S-3 for the registration of up to
$450,000,000 of its debt securities for offering and sale, hereby constitutes
and appoints Donal H. Malenick, Donald G. Barger, Jr. and Dale T. Brinkman, his
true and lawful attorneys-in-fact and agents, with full power to act without
the other, for him and in his name, place and stead, in any and all capacities,
to sign such Registration Statement and any or all amendments thereto, and to
file the same, with all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, granted unto said
attorneys-in-fact and agents, and each of them, 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 and agents or any of them or their or his substitute or
substitutes may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 23rd
day of February, 1996.
/s/ Charles R. Carson
--------------------------------
Charles R. Carson
3
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned officer and/or
director of Worthington Industries, Inc., a Delaware corporation, which is
about to file with the Securities and Exchange Commission, Washington, D.C.
under the provisions of the Securities Act of 1933, as amended, a Registration
Statement (and/or amendments thereto) on Form S-3 for the registration of up to
$450,000,000 of its debt securities for offering and sale, hereby constitutes
and appoints Donal H. Malenick, Donald G. Barger, Jr. and Dale T. Brinkman, his
true and lawful attorneys-in-fact and agents, with full power to act without
the other, for him and in his name, place and stead, in any and all capacities,
to sign such Registration Statement and any or all amendments thereto, and to
file the same, with all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, granted unto said
attorneys-in-fact and agents, and each of them, 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 and agents or any of them or their or his substitute or
substitutes may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 23rd
day of February, 1996.
/s/ William S. Dietrich, II
--------------------------------
William S. Dietrich, II
4
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned officer and/or
director of Worthington Industries, Inc., a Delaware corporation, which is
about to file with the Securities and Exchange Commission, Washington, D.C.
under the provisions of the Securities Act of 1933, as amended, a Registration
Statement (and/or amendments thereto) on Form S-3 for the registration of up to
$450,000,000 of its debt securities for offering and sale, hereby constitutes
and appoints Donal H. Malenick, Donald G. Barger, Jr. and Dale T. Brinkman, his
true and lawful attorneys-in-fact and agents, with full power to act without
the other, for him and in his name, place and stead, in any and all capacities,
to sign such Registration Statement and any or all amendments thereto, and to
file the same, with all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, granted unto said
attorneys-in-fact and agents, and each of them, 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 and agents or any of them or their or his substitute or
substitutes may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 23rd
day of February, 1996.
/s/ John E. Fisher
--------------------------------
John E. Fisher
5
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned officer and/or
director of Worthington Industries, Inc., a Delaware corporation, which is
about to file with the Securities and Exchange Commission, Washington, D.C.
under the provisions of the Securities Act of 1933, as amended, a Registration
Statement (and/or amendments thereto) on Form S-3 for the registration of up to
$450,000,000 of its debt securities for offering and sale, hereby constitutes
and appoints Donal H. Malenick, Donald G. Barger, Jr. and Dale T. Brinkman, his
true and lawful attorneys-in-fact and agents, with full power to act without
the other, for him and in his name, place and stead, in any and all capacities,
to sign such Registration Statement and any or all amendments thereto, and to
file the same, with all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, granted unto said
attorneys-in-fact and agents, and each of them, 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 and agents or any of them or their or his substitute or
substitutes may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 23rd
day of February, 1996.
/s/ John F. Havens
--------------------------------
John F. Havens
6
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned officer and/or
director of Worthington Industries, Inc., a Delaware corporation, which is
about to file with the Securities and Exchange Commission, Washington, D.C.
under the provisions of the Securities Act of 1933, as amended, a Registration
Statement (and/or amendments thereto) on Form S-3 for the registration of up to
$450,000,000 of its debt securities for offering and sale, hereby constitutes
and appoints Donal H. Malenick, Donald G. Barger, Jr. and Dale T. Brinkman, his
true and lawful attorneys-in-fact and agents, with full power to act without
the other, for him and in his name, place and stead, in any and all capacities,
to sign such Registration Statement and any or all amendments thereto, and to
file the same, with all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, granted unto said
attorneys-in-fact and agents, and each of them, 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 and agents or any of them or their or his substitute or
substitutes may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 23rd
day of February, 1996.
/s/ Robert J. Klein
--------------------------------
Robert J. Klein
7
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned officer and/or
director of Worthington Industries, Inc., a Delaware corporation, which is
about to file with the Securities and Exchange Commission, Washington, D.C.
under the provisions of the Securities Act of 1933, as amended, a Registration
Statement (and/or amendments thereto) on Form S-3 for the registration of up to
$450,000,000 of its debt securities for offering and sale, hereby constitutes
and appoints Donal H. Malenick, Donald G. Barger, Jr. and Dale T. Brinkman, his
true and lawful attorneys-in-fact and agents, with full power to act without
the other, for him and in his name, place and stead, in any and all capacities,
to sign such Registration Statement and any or all amendments thereto, and to
file the same, with all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, granted unto said
attorneys-in-fact and agents, and each of them, 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 and agents or any of them or their or his substitute or
substitutes may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 23rd
day of February, 1996.
/s/ Pete A. Klisares
--------------------------------
Pete A. Klisares
8
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned officer and/or
director of Worthington Industries, Inc., a Delaware corporation, which is
about to file with the Securities and Exchange Commission, Washington, D.C.
under the provisions of the Securities Act of 1933, as amended, a Registration
Statement (and/or amendments thereto) on Form S-3 for the registration of up to
$450,000,000 of its debt securities for offering and sale, hereby constitutes
and appoints Donal H. Malenick, Donald G. Barger, Jr. and Dale T. Brinkman, his
true and lawful attorneys-in-fact and agents, with full power to act without
the other, for him and in his name, place and stead, in any and all capacities,
to sign such Registration Statement and any or all amendments thereto, and to
file the same, with all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, granted unto said
attorneys-in-fact and agents, and each of them, 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 and agents or any of them or their or his substitute or
substitutes may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 23rd
day of February, 1996.
/s/ Katherine S. LeVeque
--------------------------------
Katherine S. LeVeque
9
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned officer and/or
director of Worthington Industries, Inc., a Delaware corporation, which is
about to file with the Securities and Exchange Commission, Washington, D.C.
under the provisions of the Securities Act of 1933, as amended, a Registration
Statement (and/or amendments thereto) on Form S-3 for the registration of up to
$450,000,000 of its debt securities for offering and sale, hereby constitutes
and appoints Donal H. Malenick, Donald G. Barger, Jr. and Dale T. Brinkman, his
true and lawful attorneys-in-fact and agents, with full power to act without
the other, for him and in his name, place and stead, in any and all capacities,
to sign such Registration Statement and any or all amendments thereto, and to
file the same, with all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, granted unto said
attorneys-in-fact and agents, and each of them, 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 and agents or any of them or their or his substitute or
substitutes may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 23rd
day of February, 1996.
/s/ Donal H. Malenick
--------------------------------
Donal H. Malenick
10
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned officer and/or
director of Worthington Industries, Inc., a Delaware corporation, which is
about to file with the Securities and Exchange Commission, Washington, D.C.
under the provisions of the Securities Act of 1933, as amended, a Registration
Statement (and/or amendments thereto) on Form S-3 for the registration of up to
$450,000,000 of its debt securities for offering and sale, hereby constitutes
and appoints Donal H. Malenick, Donald G. Barger, Jr. and Dale T. Brinkman, his
true and lawful attorneys-in-fact and agents, with full power to act without
the other, for him and in his name, place and stead, in any and all capacities,
to sign such Registration Statement and any or all amendments thereto, and to
file the same, with all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, granted unto said
attorneys-in-fact and agents, and each of them, 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 and agents or any of them or their or his substitute or
substitutes may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 23rd
day of February, 1996.
/s/ John H. McConnell
--------------------------------
John H. McConnell
11
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned officer and/or
director of Worthington Industries, Inc., a Delaware corporation, which is
about to file with the Securities and Exchange Commission, Washington, D.C.
under the provisions of the Securities Act of 1933, as amended, a Registration
Statement (and/or amendments thereto) on Form S-3 for the registration of up to
$450,000,000 of its debt securities for offering and sale, hereby constitutes
and appoints Donal H. Malenick, Donald G. Barger, Jr. and Dale T. Brinkman, his
true and lawful attorneys-in-fact and agents, with full power to act without
the other, for him and in his name, place and stead, in any and all capacities,
to sign such Registration Statement and any or all amendments thereto, and to
file the same, with all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, granted unto said
attorneys-in-fact and agents, and each of them, 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 and agents or any of them or their or his substitute or
substitutes may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 23rd
day of February, 1996.
/s/ John P. McConnell
--------------------------------
John P. McConnell
12
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned officer and/or
director of Worthington Industries, Inc., a Delaware corporation, which is
about to file with the Securities and Exchange Commission, Washington, D.C.
under the provisions of the Securities Act of 1933, as amended, a Registration
Statement (and/or amendments thereto) on Form S-3 for the registration of up to
$450,000,000 of its debt securities for offering and sale, hereby constitutes
and appoints Donal H. Malenick, Donald G. Barger, Jr. and Dale T. Brinkman, his
true and lawful attorneys-in-fact and agents, with full power to act without
the other, for him and in his name, place and stead, in any and all capacities,
to sign such Registration Statement and any or all amendments thereto, and to
file the same, with all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, granted unto said
attorneys-in-fact and agents, and each of them, 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 and agents or any of them or their or his substitute or
substitutes may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 23rd
day of February, 1996.
/s/ Robert B. McCurry
--------------------------------
Robert B. McCurry
13
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned officer and/or
director of Worthington Industries, Inc., a Delaware corporation, which is
about to file with the Securities and Exchange Commission, Washington, D.C.
under the provisions of the Securities Act of 1933, as amended, a Registration
Statement (and/or amendments thereto) on Form S-3 for the registration of up to
$450,000,000 of its debt securities for offering and sale, hereby constitutes
and appoints Donal H. Malenick, Donald G. Barger, Jr. and Dale T. Brinkman, his
true and lawful attorneys-in-fact and agents, with full power to act without
the other, for him and in his name, place and stead, in any and all capacities,
to sign such Registration Statement and any or all amendments thereto, and to
file the same, with all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, granted unto said
attorneys-in-fact and agents, and each of them, 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 and agents or any of them or their or his substitute or
substitutes may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 23rd
day of February, 1996.
/s/ Charles D. Minor
--------------------------------
Charles D. Minor
14
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned officer and/or
director of Worthington Industries, Inc., a Delaware corporation, which is
about to file with the Securities and Exchange Commission, Washington, D.C.
under the provisions of the Securities Act of 1933, as amended, a Registration
Statement (and/or amendments thereto) on Form S-3 for the registration of up to
$450,000,000 of its debt securities for offering and sale, hereby constitutes
and appoints Donal H. Malenick, Donald G. Barger, Jr. and Dale T. Brinkman, his
true and lawful attorneys-in-fact and agents, with full power to act without
the other, for him and in his name, place and stead, in any and all capacities,
to sign such Registration Statement and any or all amendments thereto, and to
file the same, with all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, granted unto said
attorneys-in-fact and agents, and each of them, 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 and agents or any of them or their or his substitute or
substitutes may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 23rd
day of February, 1996.
/s/ Gerald B. Mitchell
--------------------------------
Gerald B. Mitchell
15
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned officer and/or
director of Worthington Industries, Inc., a Delaware corporation, which is
about to file with the Securities and Exchange Commission, Washington, D.C.
under the provisions of the Securities Act of 1933, as amended, a Registration
Statement (and/or amendments thereto) on Form S-3 for the registration of up to
$450,000,000 of its debt securities for offering and sale, hereby constitutes
and appoints Donal H. Malenick, Donald G. Barger, Jr. and Dale T. Brinkman, his
true and lawful attorneys-in-fact and agents, with full power to act without
the other, for him and in his name, place and stead, in any and all capacities,
to sign such Registration Statement and any or all amendments thereto, and to
file the same, with all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, granted unto said
attorneys-in-fact and agents, and each of them, 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 and agents or any of them or their or his substitute or
substitutes may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 23rd
day of February, 1996.
/s/ James Petropoulos
--------------------------------
James Petropoulos