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EXHIBIT 24.1
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
WHEREAS, Lucent Technologies Inc., a Delaware corporation (hereinafter
referred to as the "Company"), proposes to file with the Securities and Exchange
Commission, under the provisions of the Securities Act of 1933, a registration
statement or registration statements (on Form S-3, Form S-4, Form S-8 or any
other appropriate Form) with respect to the issuance of common shares, par value
$.01 per share, of the Company (including the related Preferred Share Purchase
Rights), in connection with the acquisition by the Company of Chromatis Networks
Inc.; and
WHEREAS, the Company proposes to file with the Securities and Exchange
Commission, under the provisions of the Securities Act of 1933, a registration
statement or registration statements (on Form S-3, Form S-4, Form S-8 or any
other appropriate Form) with respect to the issuance of common shares, par value
$.01 per share, of the Company (including the related Preferred Share Purchase
Rights), in connection with the acquisition by the Company of Herrmann
Technology, Inc.; and
WHEREAS, the undersigned is a director and/or officer of the Company,
as indicated below his or her signature:
NOW, THEREFORE, the undersigned hereby constitutes and appoints Deborah
C. Hopkins and James S. Lusk and each of them, as attorneys for and in the name,
place and stead of the undersigned, and in the capacity of the undersigned as a
director and/or officer of the Company, to execute and file any such
registration statement with respect to the above-described common shares and
thereafter to execute and file any amended registration statement or statements
with respect thereto or amendments or supplements to any of the foregoing,
hereby giving and granting to said attorneys, and each of them, full power and
authority to do and perform each and every act and thing whatsoever requisite
and necessary to be done in and about the premises, as fully, to all intents and
purposes, as the undersigned might or could do if personally present at the
doing thereof, hereby ratifying and confirming all that said attorneys may or
shall lawfully do, or cause to be done, by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 7th day of June, 2000.
By: /s/ PAUL A. ALLAIRE By: /s/BETSY S. ATKINS
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Name: Paul A. Allaire Name: Betsy S. Atkins
Director Title: Director
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EXHIBIT 24.1
By: /s/ CARLA A. HILLS By: /s/ RICHARD A. McGINN
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Name: Carla A. Hills Name: Richard A. McGinn
Title: Director Title: Chairman of the Board and
Chief Executive Officer
By: /s/ PAUL H. O'NEILL By: /s/ HENRY B. SCHACHT
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Name: Paul H. O'Neill Name: Henry B. Schacht
Title: Director Title: Director
By: /s/ FRANKLIN A. THOMAS By: /s/ JOHN A. YOUNG
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Name: Franklin A. Thomas Name: John A. Young
Title: Director Title: Director
By: /s/ DEBORAH C. HOPKINS By: /s/ JAMES S. LUSK
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Name: Deborah C. Hopkins Name: James S. Lusk
Title: Executive Vice President and Title: Senior Vice President and
Chief Financial Officer Controller
