Exhibit (16) POWER OF ATTORNEY The undersigned, acting in the capacity or capacities stated opposite their respective names below, hereby constitute and appoint ELIZABETH E. ARTHUR attorney-in-fact of the undersigned with full power to sign for and in the name of the undersigned in the capacities indicated below, and with full power to file with the Securities and Exchange Commission (a) a Registration Statement under the Securities Act of 1933, as amended, on Form N-14 of Franklin Life Variable Annuity Fund A of The Franklin Life Insurance Company (including all exhibits necessary or appropriate in connection therewith), and (b) any and all amendments thereto. Signature Title Date --------- ----- ---- /s/ Clifford L. Greenwalt - ------------------------------ Clifford L. Greenwalt Member, Board of Managers January 22, 1998 /s/ Robert C. Spencer - ------------------------------ Robert C. Spencer Member, Board of Managers January 19, 1998 /s/ Robert G. Spencer - ------------------------------ Robert G. Spencer Chairman, Board of Managers January 19, 1998 /s/ James W. Voth - ------------------------------ James W. Voth Member, Board of Managers January 19, 1998 1 EXHIBIT 16 AMERICAN GENERAL SERIES PORTFOLIO COMPANY POWER OF ATTORNEY KNOW ALL BY THESE PRESENTS, that the undersigned Director of American General Series Portfolio Company, does hereby constitute and appoint John A. Dudley, David M. Leahy and Robert N. Hickey, or any of them, the true and lawful agents and attorneys-in-fact of the undersigned with respect to all matters arising in connection with the Registration Statement on Form N-14 of American General Series Portfolio Company and any and all amendments (including post-effective amendments) thereto, with full power and authority to execute said Registration Statement and any and all amendments for and on behalf of the undersigned, in my name and in the capacity indicated below, and to file the same, together with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission and any state securities authorities. The undersigned hereby gives to said agents and attorneys-in-fact full power and authority to act in the premises, including, but not limited to, the power to appoint a substitute or substitutes to act hereunder with the same power and authority as said agents and attorneys-in-fact would have if personally acting. The undersigned hereby ratifies and confirms all that said agents and attorneys-in-fact, or any substitute or substitutes, may do by virtue hereof. IN WITNESS WHEREOF, the undersigned has subscribed these presents this 11th day of January, 1999. _______/s/_______________________ Judith L. Craven, Director AMERICAN GENERAL SERIES PORTFOLIO COMPANY POWER OF ATTORNEY KNOW ALL BY THESE PRESENTS, that the undersigned Director of American General Series Portfolio Company, does hereby constitute and appoint John A. Dudley, David M. Leahy and Robert N. Hickey, or any of them, the true and lawful agents and attorneys-in-fact of the undersigned with respect to all matters arising in connection with the Registration Statement on Form N-14 of American General Series Portfolio Company and any and all amendments (including post-effective amendments) thereto, with full power and authority to execute said Registration Statement and any and all amendments for and on behalf of the undersigned, in my name and in the capacity indicated below, and to file the same, together with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission and any state securities authorities. The undersigned hereby gives to said agents and attorneys-in-fact full power and authority to act in the premises, including, but not limited to, the power to appoint a substitute or substitutes to act hereunder with the same power and authority as said agents and attorneys-in-fact would have if personally acting. The undersigned hereby ratifies and confirms all that said agents and attorneys-in-fact, or any substitute or substitutes, may do by virtue hereof. IN WITNESS WHEREOF, the undersigned has subscribed these presents this 11th day of January, 1999. ________/s/______________________ Timothy J. Ebner, Director AMERICAN GENERAL SERIES PORTFOLIO COMPANY POWER OF ATTORNEY KNOW ALL BY THESE PRESENTS, that the undersigned Director of American General Series Portfolio Company, does hereby constitute and appoint John A. Dudley, David M. Leahy and Robert N. Hickey, or any of them, the true and lawful agents and attorneys-in-fact of the undersigned with respect to all matters arising in connection with the Registration Statement on Form N-14 of American General Series Portfolio Company and any and all amendments (including post-effective amendments) thereto, with full power and authority to execute said Registration Statement and any and all amendments for and on behalf of the undersigned, in my name and in the capacity indicated below, and to file the same, together with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission and any state securities authorities. The undersigned hereby gives to said agents and attorneys-in-fact full power and authority to act in the premises, including, but not limited to, the power to appoint a substitute or substitutes to act hereunder with the same power and authority as said agents and attorneys-in-fact would have if personally acting. The undersigned hereby ratifies and confirms all that said agents and attorneys-in-fact, or any substitute or substitutes, may do by virtue hereof. IN WITNESS WHEREOF, the undersigned has subscribed these presents this 11th day of January, 1999. _________/s/_____________________ John Wm. Lancaster, Director AMERICAN GENERAL SERIES PORTFOLIO COMPANY POWER OF ATTORNEY KNOW ALL BY THESE PRESENTS, that the undersigned Director of American General Series Portfolio Company, does hereby constitute and appoint John A. Dudley, David M. Leahy and Robert N. Hickey, or any of them, the true and lawful agents and attorneys-in-fact of the undersigned with respect to all matters arising in connection with the Registration Statement on Form N-14 of American General Series Portfolio Company and any and all amendments (including post-effective amendments) thereto, with full power and authority to execute said Registration Statement and any and all amendments for and on behalf of the undersigned, in my name and in the capacity indicated below, and to file the same, together with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission and any state securities authorities. The undersigned hereby gives to said agents and attorneys-in-fact full power and authority to act in the premises, including, but not limited to, the power to appoint a substitute or substitutes to act hereunder with the same power and authority as said agents and attorneys-in-fact would have if personally acting. The undersigned hereby ratifies and confirms all that said agents and attorneys-in-fact, or any substitute or substitutes, may do by virtue hereof. IN WITNESS WHEREOF, the undersigned has subscribed these presents this 9th day of January, 1999. __________/s/____________________ Ben H. Love, Director AMERICAN GENERAL SERIES PORTFOLIO COMPANY POWER OF ATTORNEY KNOW ALL BY THESE PRESENTS, that the undersigned Director of American General Series Portfolio Company, does hereby constitute and appoint John A. Dudley, David M. Leahy and Robert N. Hickey, or any of them, the true and lawful agents and attorneys-in-fact of the undersigned with respect to all matters arising in connection with the Registration Statement on Form N-14 of American General Series Portfolio Company and any and all amendments (including post-effective amendments) thereto, with full power and authority to execute said Registration Statement and any and all amendments for and on behalf of the undersigned, in my name and in the capacity indicated below, and to file the same, together with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission and any state securities authorities. The undersigned hereby gives to said agents and attorneys-in-fact full power and authority to act in the premises, including, but not limited to, the power to appoint a substitute or substitutes to act hereunder with the same power and authority as said agents and attorneys-in-fact would have if personally acting. The undersigned hereby ratifies and confirms all that said agents and attorneys-in-fact, or any substitute or substitutes, may do by virtue hereof. IN WITNESS WHEREOF, the undersigned has subscribed these presents this 9th day of January, 1999. __________/s/____________________ John E. Maupin, Jr., Director AMERICAN GENERAL SERIES PORTFOLIO COMPANY POWER OF ATTORNEY KNOW ALL BY THESE PRESENTS, that the undersigned Director of American General Series Portfolio Company, does hereby constitute and appoint John A. Dudley, David M. Leahy and Robert N. Hickey, or any of them, the true and lawful agents and attorneys-in-fact of the undersigned with respect to all matters arising in connection with the Registration Statement on Form N-14 of American General Series Portfolio Company and any and all amendments (including post-effective amendments) thereto, with full power and authority to execute said Registration Statement and any and all amendments for and on behalf of the undersigned, in my name and in the capacity indicated below, and to file the same, together with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission and any state securities authorities. The undersigned hereby gives to said agents and attorneys-in-fact full power and authority to act in the premises, including, but not limited to, the power to appoint a substitute or substitutes to act hereunder with the same power and authority as said agents and attorneys-in-fact would have if personally acting. The undersigned hereby ratifies and confirms all that said agents and attorneys-in-fact, or any substitute or substitutes, may do by virtue hereof. IN WITNESS WHEREOF, the undersigned has subscribed these presents this 11th day of January, 1999. __________/s/____________________ R. Miller Upton, Director AMERICAN GENERAL SERIES PORTFOLIO COMPANY POWER OF ATTORNEY KNOW ALL BY THESE PRESENTS, that the undersigned Director of American General Series Portfolio Company, does hereby constitute and appoint John A. Dudley, David M. Leahy and Robert N. Hickey, or any of them, the true and lawful agents and attorneys-in-fact of the undersigned with respect to all matters arising in connection with the Registration Statement on Form N-14 of American General Series Portfolio Company and any and all amendments (including post-effective amendments) thereto, with full power and authority to execute said Registration Statement and any and all amendments for and on behalf of the undersigned, in my name and in the capacity indicated below, and to file the same, together with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission and any state securities authorities. The undersigned hereby gives to said agents and attorneys-in-fact full power and authority to act in the premises, including, but not limited to, the power to appoint a substitute or substitutes to act hereunder with the same power and authority as said agents and attorneys-in-fact would have if personally acting. The undersigned hereby ratifies and confirms all that said agents and attorneys-in-fact, or any substitute or substitutes, may do by virtue hereof. IN WITNESS WHEREOF, the undersigned has subscribed these presents this 9th day of January, 1999. ________/s/______________________ Gustavo E. Gonzales, Director AMERICAN GENERAL SERIES PORTFOLIO COMPANY POWER OF ATTORNEY KNOW ALL BY THESE PRESENTS, that the undersigned Director of American General Series Portfolio Company, does hereby constitute and appoint John A. Dudley, David M. Leahy and Robert N. Hickey, or any of them, the true and lawful agents and attorneys-in-fact of the undersigned with respect to all matters arising in connection with the Registration Statement on Form N-14 of American General Series Portfolio Company and any and all amendments (including post-effective amendments) thereto, with full power and authority to execute said Registration Statement and any and all amendments for and on behalf of the undersigned, in my name and in the capacity indicated below, and to file the same, together with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission and any state securities authorities. The undersigned hereby gives to said agents and attorneys-in-fact full power and authority to act in the premises, including, but not limited to, the power to appoint a substitute or substitutes to act hereunder with the same power and authority as said agents and attorneys-in-fact would have if personally acting. The undersigned hereby ratifies and confirms all that said agents and attorneys-in-fact, or any substitute or substitutes, may do by virtue hereof. IN WITNESS WHEREOF, the undersigned has subscribed these presents this 10th day of January, 1999. ________/s/______________________ Norman Hackerman, Director AMERICAN GENERAL SERIES PORTFOLIO COMPANY POWER OF ATTORNEY KNOW ALL BY THESE PRESENTS, that the undersigned Director of American General Series Portfolio Company, does hereby constitute and appoint John A. Dudley, David M. Leahy and Robert N. Hickey, or any of them, the true and lawful agents and attorneys-in-fact of the undersigned with respect to all matters arising in connection with the Registration Statement on Form N-14 of American General Series Portfolio Company and any and all amendments (including post-effective amendments) thereto, with full power and authority to execute said Registration Statement and any and all amendments for and on behalf of the undersigned, in my name and in the capacity indicated below, and to file the same, together with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission and any state securities authorities. The undersigned hereby gives to said agents and attorneys-in-fact full power and authority to act in the premises, including, but not limited to, the power to appoint a substitute or substitutes to act hereunder with the same power and authority as said agents and attorneys-in-fact would have if personally acting. The undersigned hereby ratifies and confirms all that said agents and attorneys-in-fact, or any substitute or substitutes, may do by virtue hereof. IN WITNESS WHEREOF, the undersigned has subscribed these presents this 11th day of January, 1999. ________/s/______________________ F. Robert Paulsen, Director AMERICAN GENERAL SERIES PORTFOLIO COMPANY POWER OF ATTORNEY KNOW ALL BY THESE PRESENTS, that the undersigned Director of American General Series Portfolio Company, does hereby constitute and appoint James S. D'Agostino, Jr., Cynthia A. Toles and Nori L. Gabert, or any of them, the true and lawful agents and attorneys-in-fact of the undersigned with respect to all matters arising in connection with the Registration Statement on Form N-14 of American General Series Portfolio Company and any and all amendments (including post-effective amendments) thereto, with full power and authority to execute said Registration Statement and any and all amendments for and on behalf of the undersigned, in my name and in the capacity indicated below, and to file the same, together with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission and any state securities authorities. The undersigned hereby gives to said agents and attorneys-in-fact full power and authority to act in the premises, including, but not limited to, the power to appoint a substitute or substitutes to act hereunder with the same power and authority as said agents and attorneys-in-fact would have if personally acting. The undersigned hereby ratifies and confirms all that said agents and attorneys-in-fact, or any substitute or substitutes, may do by virtue hereof. IN WITNESS WHEREOF, the undersigned has subscribed these presents this 11th day of January, 1999. ________/s/______________________ Craig R. Rodby, Director AMERICAN GENERAL SERIES PORTFOLIO COMPANY POWER OF ATTORNEY KNOW ALL BY THESE PRESENTS, that the undersigned Director of American General Series Portfolio Company, does hereby constitute and appoint James S. D'Agostino, Jr., Cynthia A. Toles and Nori L. Gabert, or any of them, the true and lawful agents and attorneys-in-fact of the undersigned with respect to all matters arising in connection with the Registration Statement on Form N-14 of American General Series Portfolio Company and any and all amendments (including post-effective amendments) thereto, with full power and authority to execute said Registration Statement and any and all amendments for and on behalf of the undersigned, in my name and in the capacity indicated below, and to file the same, together with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission and any state securities authorities. The undersigned hereby gives to said agents and attorneys-in-fact full power and authority to act in the premises, including, but not limited to, the power to appoint a substitute or substitutes to act hereunder with the same power and authority as said agents and attorneys-in-fact would have if personally acting. The undersigned hereby ratifies and confirms all that said agents and attorneys-in-fact, or any substitute or substitutes, may do by virtue hereof. IN WITNESS WHEREOF, the undersigned has subscribed these presents this 11th day of January, 1999. ________/s/______________________ Thomas L. West, Jr., Director