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EXHIBIT 24
AMERICAN AXLE & MANUFACTURING HOLDINGS, INC.
REGISTRATION STATEMENT ON FORM S-8
POWER OF ATTORNEY
The undersigned directors of American Axle & Manufacturing Holdings,
Inc., a Delaware corporation, hereby appoint Patrick S. Lancaster and Robin J.
Adams their true and lawful attorney, and each of them their true and lawful
attorney, with power to act without the other and with full power of
substitution and resubstitution, to execute for the undersigned directors and in
their names to file with the Securities and Exchange Commission, Washington,
D.C., under provisions of the Securities Act of 1933, as amended, one or more
post-effective amendments to the Registration Statement on Form S-8, whether
said amendments add to, delete from or otherwise alter such Registration
Statement, or add or withdraw any exhibits or schedules to be filed therewith
and any and all instruments in connection therewith. The undersigned hereby
grant to said attorneys and each of them full power and authority to do and
perform in the name of and on behalf of the undersigned, and in any and all
capabilities, any act and thing whatsoever required or necessary to be done in
and about the premises, as fully and to all intents and purposes as the
undersigned might do, hereby ratifying and approving the acts of said attorneys
and each of them.
IN WITNESS WHEREOF, the undersigned have hereunto set their hands and seals
this 20th day of July, 2000.
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<S> <C> <C>
/s/ Richard E. Dauch Chairman of the Board of Directors, July 20, 2000
------------------------------- Chief Executive Officer & President
Richard E. Dauch
/s/ Robin J. Adams Executive Vice President-Finance & July 20, 2000
------------------------------- Chief Financial Officer
Robin J. Adams
/s/ B.G. Mathis Director, Executive Vice President- July 20, 2000
------------------------------- Administration & Chief Administrative
B.G. Mathis Officer
/s/ Forest J. Farmer Sr. Director ` July 20, 2000
-------------------------------
Forest J. Farmer
/s/ Robert L. Friedman Director July 20, 2000
-------------------------------
Robert L. Friedman
/s/ Richard C. Lappin Director July 20, 2000
-------------------------------
Richard C. Lappin
/s/ Bret D. Pearlman Director July 20, 2000
-------------------------------
Bret D. Pearlman
/s/ John P. Reilly Director July 20, 2000
-------------------------------
John P. Reilly
/s/ Thomas K. Walker Director July 20, 2000
-------------------------------
Thomas K. Walker
Director July 20, 2000
-------------------------------
David A. Stockman
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