Exhibit 24.1
POWER OF ATTORNEY
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KNOW ALL MEN BY THESE PRESENTS that each of the undersigned Directors of
FMC Corporation (the "Company") does hereby nominate, constitute and appoint
William G. Walter, W. Kim Foster and Thomas C. Deas, Jr., and each or any of
them, as his or her true and lawful attorney-in-fact and agent, with full power
of substitution, for him or her and in his or her name, place and stead, in any
and all capacities, to sign a Registration Statement or Statements to be filed
with the Securities and Exchange Commission under the Securities Act of 1933, as
amended, in connection with the registration under such Act of the Company's
10 1/4% Senior Secured Notes due 2009 and to file the same, with all exhibits
thereto, and other documents in connection therewith with the Securities and
Exchange Commission, granting 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, as fully to all intents and purposes as he
or she might or could do in person, hereby ratifying and confirming all that
each such attorney-in-fact and agent, or his substitute may lawfully do or cause
to be done by virtue thereof.
IN WITNESS WHEREOF each of the undersigned has executed this Power of
Attorney this 6th day of December, 2002.
/s/ B.A. Bridgewater, Jr. /s/ Enrique J. Sosa
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B.A. Bridgewater, Jr. Enrique J. Sosa
/s/ Patricia A. Buffler /s/ James R. Thompson
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Patricia A. Buffler James R. Thompson
/s/ Edward J. Mooney /s/ William G. Walter
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Edward J. Mooney William G. Walter
/s/ William F. Reilly
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William F. Reilly
POWER OF ATTORNEY
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KNOW ALL MEN BY THESE PRESENTS that each of the undersigned Officers and/or
Directors of Intermountain Research and Development Corporation (the "Company")
does hereby nominate, constitute and appoint William G. Walter, W. Kim Foster
and Thomas C. Deas, Jr., and each or any of them, as his or her true and lawful
attorney-in-fact and agent, with full power of substitution, for him or her and
in his or her name, place and stead, in any and all capacities, to sign a
Registration Statement or Statements to be filed with the Securities and
Exchange Commission under the Securities Act of 1933, as amended, in connection
with the registration under such Act of the Company's 10 1/4% Senior Secured
Notes due 2009 and to file the same, with all exhibits thereto, and other
documents in connection therewith with the Securities and Exchange Commission,
granting 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, as fully to all intents and purposes as he or she might or could do
in person, hereby ratifying and confirming all that each such attorney-in-fact
and agent, or his substitute may lawfully do or cause to be done by virtue
thereof.
IN WITNESS WHEREOF each of the undersigned has executed this Power of
Attorney this 6th day of December, 2002.
/s/ Michael J. Cheney /s/ James M. Pearce
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Michael J. Cheney, Director James M. Pearce, Director
and President
(Principal Executive Officer)
/s/ John V. Corra /s/ Thomas C. Deas, Jr.
- ---------------------------- ---------------------------
John V. Corra, Director Thomas C. Deas, Jr.
(Principal Financial Officer)
/s/ Terry J. Harding
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Terry J. Harding
(Principal Accounting Officer)
POWER OF ATTORNEY
-----------------
KNOW ALL MEN BY THESE PRESENTS that each of the undersigned Officers and/or
Directors of FMC Overseas, Ltd. (the "Company") does hereby nominate, constitute
and appoint William G. Walter, W. Kim Foster and Thomas C. Deas, Jr., and each
or any of them, as his or her true and lawful attorney-in-fact and agent, with
full power of substitution, for him or her and in his or her name, place and
stead, in any and all capacities, to sign a Registration Statement or Statements
to be filed with the Securities and Exchange Commission under the Securities Act
of 1933, as amended, in connection with the registration under such Act of the
Company's 10 1/4% Senior Secured Notes due 2009 and to file the same, with all
exhibits thereto, and other documents in connection therewith with the
Securities and Exchange Commission, granting 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, as fully to all intents
and purposes as he or she might or could do in person, hereby ratifying and
confirming all that each such attorney-in-fact and agent, or his substitute may
lawfully do or cause to be done by virtue thereof.
IN WITNESS WHEREOF each of the undersigned has executed this Power of
Attorney this 6th day of December, 2002.
/s/ Theodore H. Laws /s/ Joseph E. Pattison
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Theodore H. Laws, Director, Chairman Joseph E. Pattison, Director
and President
(Principal Executive Officer)
/s/ Graham R. Wood /s/ Thomas C. Deas, Jr.
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Graham R. Wood, Director Thomas C. Deas, Jr.
(Principal Accounting Officer) (Principal Accounting Officer)
POWER OF ATTORNEY
-----------------
KNOW ALL MEN BY THESE PRESENTS that each of the undersigned Officers and/or
Directors of FMC Funding Corporation (the "Company") does hereby nominate,
constitute and appoint William G. Walter, W. Kim Foster and Thomas C. Deas, Jr.,
and each or any of them, as his or her true and lawful attorney-in-fact and
agent, with full power of substitution, for him or her and in his or her name,
place and stead, in any and all capacities, to sign a Registration Statement or
Statements to be filed with the Securities and Exchange Commission under the
Securities Act of 1933, as amended, in connection with the registration under
such Act of the Company's 10 1/4% Senior Secured Notes due 2009 and to file the
same, with all exhibits thereto, and other documents in connection therewith
with the Securities and Exchange Commission, granting 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, as
fully to all intents and purposes as he or she might or could do in person,
hereby ratifying and confirming all that each such attorney-in-fact and agent,
or his substitute may lawfully do or cause to be done by virtue thereof.
IN WITNESS WHEREOF each of the undersigned has executed this Power of
Attorney this 6th day of December, 2002.
/s/ Theodore H. Laws /s/ Thomas C. Deas, Jr.
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Theodore H. Laws, Director Thomas C. Deas, Jr., Director and
(Principal Accounting Officer) President
(Principal Excecutive Officer)
/s/ Charles Witherspoon
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Charles Witherspoon, Director
Treasurer
(Principal Financial Officer)
POWER OF ATTORNEY
-----------------
KNOW ALL MEN BY THESE PRESENTS that each of the undersigned Officers and/or
Directors of FMC WFC I, Inc. (the "Company") does hereby nominate, constitute
and appoint William G. Walter, W. Kim Foster and Thomas C. Deas, Jr., and each
or any of them, as his or her true and lawful attorney-in-fact and agent, with
full power of substitution, for him or her and in his or her name, place and
stead, in any and all capacities, to sign a Registration Statement or Statements
to be filed with the Securities and Exchange Commission under the Securities Act
of 1933, as amended, in connection with the registration under such Act of the
Company's 10 1/4% Senior Secured Notes due 2009 and to file the same, with all
exhibits thereto, and other documents in connection therewith with the
Securities and Exchange Commission, granting 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, as fully to all intents
and purposes as he or she might or could do in person, hereby ratifying and
confirming all that each such attorney-in-fact and agent, or his substitute may
lawfully do or cause to be done by virtue thereof.
IN WITNESS WHEREOF each of the undersigned has executed this Power of
Attorney this 6th day of December, 2002.
/s/ James M. Pearce /s/ Terry J. Harding
- ------------------------------------ --------------------------------
James M. Pearce, Director Terry J. Harding, Director and
President
(Principal Executive Officer)
/s/ Thomas C. Deas, Jr. (Principal Accounting Officer)
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Thomas C. Deas, Jr.
(Principal Financial Officer)
POWER OF ATTORNEY
-----------------
KNOW ALL MEN BY THESE PRESENTS that each of the undersigned Officers and/or
Directors of FMC Defense Corp. (the "Company") does hereby nominate, constitute
and appoint William G. Walter, W. Kim Foster and Thomas C. Deas, Jr., and each
or any of them, as his or her true and lawful attorney-in-fact and agent, with
full power of substitution, for him or her and in his or her name, place and
stead, in any and all capacities, to sign a Registration Statement or Statements
to be filed with the Securities and Exchange Commission under the Securities Act
of 1933, as amended, in connection with the registration under such Act of the
Company's 10 1/4% Senior Secured Notes due 2009 and to file the same, with all
exhibits thereto, and other documents in connection therewith with the
Securities and Exchange Commission, granting 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, as fully to all intents
and purposes as he or she might or could do in person, hereby ratifying and
confirming all that each such attorney-in-fact and agent, or his substitute may
lawfully do or cause to be done by virtue thereof.
IN WITNESS WHEREOF each of the undersigned has executed this Power of
Attorney this 6th day of December, 2002.
/s/ James M. Pearce /s/ Terry J. Harding
- ------------------------------------ --------------------------------
James M. Pearce, Director Terry J. Harding, Director and
President
(Principal Executive Officer)
/s/ Thomas C. Deas, Jr. (Principal Accounting Officer)
- -------------------------------------
Thomas C. Deas, Jr.
(Principal Financial Officer)
POWER OF ATTORNEY
-----------------
KNOW ALL MEN BY THESE PRESENTS that each of the undersigned Officers and/or
Directors of FMC WFC II, Inc. (the "Company") does hereby nominate, constitute
and appoint William G. Walter, W. Kim Foster and Thomas C. Deas, Jr., and each
of any of them, as his or her true and lawful attorney-in-fact and agent, with
full power of substitution, for him or her and in his or her name, place and
stead, in any and all capacities, to sign a Registration Statement or Statements
to be filed with the Securities and Exchange Commission under the Securities Act
of 1933, as amended, in connection with the registration under such Act of the
Company's 10 1/4% Senior Secured Notes due 2009 and to file the same, with all
exhibits thereto, and other documents in connection therewith with the
Securities and Exchange Commission, granting 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, as fully to all intents
and purposes as he or she might or could do in person, hereby ratifying and
confirming all that each such attorney-in-fact and agent, or his substitute may
lawfully do or cause to be done by virtue thereof.
IN WITNESS WHEREOF each of the undersigned has executed this Power of
Attorney this 6th day of December, 2002.
/s/ James M. Pearce /s/ Terry J. Harding
- ------------------------------------ --------------------------------
James M. Pearce, Director Terry J. Harding, Director and
President
(Principal Excecutive Officer)
/s/ Thomas C. Deas, Jr. (Principal Accounting Officer)
- ------------------------------------
Thomas C. Deas, Jr.
(Principal Financial Officer)
POWER OF ATTORNEY
-----------------
KNOW ALL MEN BY THESE PRESENTS that each of the undersigned Officers and/or
Directors of FMC Idaho LLC (the "Company") does hereby nominate, constitute
and appoint William G. Walter, W. Kim Foster and Thomas C. Deas, Jr., and each
or any of them, as his or her true and lawful attorney-in-fact and agent, with
full power of substitution, for him or her and in his or her name, place and
stead, in any and all capacities, to sign a Registration Statement or Statements
to be filed with the Securities and Exchange Commission under the Securities Act
of 1933, as amended, in connection with the registration under such Act of the
Company's 10 1/4% Senior Secured Notes due 2009 and to file the same, with all
exhibits thereto, and other documents in connection therewith with the
Securities and Exchange Commission, granting 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, as fully to all intents
and purposes as he or she might or could do in person, hereby ratifying and
confirming all that each such attorney-in-fact and agent, or his substitute may
lawfully do or cause to be done by virtue thereof.
IN WITNESS WHEREOF each of the undersigned has executed this Power of
Attorney this 12th day of December, 2002.
/s/ Roger Kunz /s/ Robert I. Harries
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Roger Kunz, Chief Accounting Officer Robert I. Harries, Chief Executive
Officer
POWER OF ATTORNEY
-----------------
KNOW ALL MEN BY THESE PRESENTS that each of the undersigned Officers and/or
Directors of FMC Asia-Pacific, Inc. (the "Company") does hereby nominate,
constitute and appoint William G. Walter, W. Kim Foster and Thomas C. Deas, Jr.,
and each of any of them, as his or her true and lawful attorney-in-fact and
agent, with full power of substitution, for him or her and in his or her name,
place and stead, in any and all capacities, to sign a Registration Statement or
Statements to be filed with the Securities and Exchange Commission under the
Securities Act of 1933, as amended, in connection with the registration under
such Act of the Company's 10 1/4% Senior Secured Notes due 2009 and to file the
same, with all exhibits thereto, and other documents in connection therewith
with the Securities and Exchange Commission, granting 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, as
fully to all intents and purposes as he or she might or could do in person,
hereby ratifying and confirming all that each such attorney-in-fact and agent,
or his substitute may lawfully do or cause to be done by virtue thereof.
IN WITNESS WHEREOF each of the undersigned has executed this Power of
Attorney this 6th day of December, 2002.
/s/ Milton Steele /s/ W. Kim Foster
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Milton Steele, Director W. Kim Foster, Director
/s/ Rakesh S. Sikand /s/ Thomas C. Deas, Jr.
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Rakesh S. Sikand, Director and Thomas C. Deas, Jr.
President Treasurer
(Principal Executive Officer) (Principal Financial Officer)
/s/ Bessie Kan Yu
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Bessie Kan Yu
(Principal Accounting Officer)