24-a Powers of Attorney
POWER OF ATTORNEY
KNOWN ALL MEN BY THESE PRESENTS, that each director of KeySpan Corporation
(the "Corporation") whose signature appears below constitutes and appoints
Gerald Luterman and Ronald S. Jendras, and each of them, lawful attorney-in-fact
and agent, with full power of substitution, for him and in his name, place and
stead, in any and all capacities, to sign the Corporation's Registration
Statements on Form S-8 and Form S-3 relating to shares of the Corporation's
Common Stock issuable under the Employee Discount Stock Purchase Plan and the
Investor Program and to sign any and all amendments (including post-effective
amendments) and supplements thereto, and to file same, with all exhibits
thereto, and other documents in connection therewith, with the Securities and
Exchange Commission, granting unto said attorney-in-fact and agent 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 agent or his substitute or substitutes, may
lawfully do or cause to be done by virtue thereof.
Dated: November 28, 2000
/s/ Lilyan H. Affinito
II-13
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POWER OF ATTORNEY
KNOWN ALL MEN BY THESE PRESENTS, that each director of KeySpan Corporation
(the "Corporation") whose signature appears below constitutes and appoints
Gerald Luterman and Ronald S. Jendras, and each of them, lawful attorney-in-fact
and agent, with full power of substitution, for him and in his name, place and
stead, in any and all capacities, to sign the Corporation's Registration
Statements on Form S-8 and Form S-3 relating to shares of the Corporation's
Common Stock issuable under the Employee Discount Stock Purchase Plan and the
Investor Program and to sign any and all amendments (including post-effective
amendments) and supplements thereto, and to file same, with all exhibits
thereto, and other documents in connection therewith, with the Securities and
Exchange Commission, granting unto said attorney-in-fact and agent 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 agent or his substitute or substitutes, may
lawfully do or cause to be done by virtue thereof.
Dated: November30, 2000
/s/ George Bugliarello
II-14
<PAGE>
POWER OF ATTORNEY
KNOWN ALL MEN BY THESE PRESENTS, that each director of KeySpan Corporation
(the "Corporation") whose signature appears below constitutes and appoints
Gerald Luterman and Ronald S. Jendras, and each of them, lawful attorney-in-fact
and agent, with full power of substitution, for him and in his name, place and
stead, in any and all capacities, to sign the Corporation's Registration
Statements on Form S-8 and Form S-3 relating to shares of the Corporation's
Common Stock issuable under the Employee Discount Stock Purchase Plan and the
Investor Program and to sign any and all amendments (including post-effective
amendments) and supplements thereto, and to file same, with all exhibits
thereto, and other documents in connection therewith, with the Securities and
Exchange Commission, granting unto said attorney-in-fact and agent 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 agent or his substitute or substitutes, may
lawfully do or cause to be done by virtue thereof.
Dated: November 28, 2000
/s/ Robert B. Catell
II-15
<PAGE>
POWER OF ATTORNEY
KNOWN ALL MEN BY THESE PRESENTS, that each director of KeySpan Corporation
(the "Corporation") whose signature appears below constitutes and appoints
Gerald Luterman and Ronald S. Jendras, and each of them, lawful attorney-in-fact
and agent, with full power of substitution, for him and in his name, place and
stead, in any and all capacities, to sign the Corporation's Registration
Statements on Form S-8 and Form S-3 relating to shares of the Corporation's
Common Stock issuable under the Employee Discount Stock Purchase Plan and the
Investor Program and to sign any and all amendments (including post-effective
amendments) and supplements thereto, and to file same, with all exhibits
thereto, and other documents in connection therewith, with the Securities and
Exchange Commission, granting unto said attorney-in-fact and agent 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 agent or his substitute or substitutes, may
lawfully do or cause to be done by virtue thereof.
Dated: November 28, 2000
/s/ Howard R. Curd
II-16
<PAGE>
POWER OF ATTORNEY
KNOWN ALL MEN BY THESE PRESENTS, that each director of KeySpan Corporation
(the "Corporation") whose signature appears below constitutes and appoints
Gerald Luterman and Ronald S. Jendras, and each of them, lawful attorney-in-fact
and agent, with full power of substitution, for him and in his name, place and
stead, in any and all capacities, to sign the Corporation's Registration
Statements on Form S-8 and Form S-3 relating to shares of the Corporation's
Common Stock issuable under the Employee Discount Stock Purchase Plan and the
Investor Program and to sign any and all amendments (including post-effective
amendments) and supplements thereto, and to file same, with all exhibits
thereto, and other documents in connection therewith, with the Securities and
Exchange Commission, granting unto said attorney-in-fact and agent 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 agent or his substitute or substitutes, may
lawfully do or cause to be done by virtue thereof.
Dated: November 28, 2000
/s/ Richard N. Daniel
II-17
<PAGE>
POWER OF ATTORNEY
KNOWN ALL MEN BY THESE PRESENTS, that each director of KeySpan Corporation
(the "Corporation") whose signature appears below constitutes and appoints
Gerald Luterman and Ronald S. Jendras, and each of them, lawful attorney-in-fact
and agent, with full power of substitution, for him and in his name, place and
stead, in any and all capacities, to sign the Corporation's Registration
Statements on Form S-8 and Form S-3 relating to shares of the Corporation's
Common Stock issuable under the Employee Discount Stock Purchase Plan and the
Investor Program and to sign any and all amendments (including post-effective
amendments) and supplements thereto, and to file same, with all exhibits
thereto, and other documents in connection therewith, with the Securities and
Exchange Commission, granting unto said attorney-in-fact and agent 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 agent or his substitute or substitutes, may
lawfully do or cause to be done by virtue thereof.
Dated: November 28, 2000
/s/ Donald H. Elliott
II-18
<PAGE>
POWER OF ATTORNEY
KNOWN ALL MEN BY THESE PRESENTS, that each director of KeySpan Corporation
(the "Corporation") whose signature appears below constitutes and appoints
Gerald Luterman and Ronald S. Jendras, and each of them, lawful attorney-in-fact
and agent, with full power of substitution, for him and in his name, place and
stead, in any and all capacities, to sign the Corporation's Registration
Statements on Form S-8 and Form S-3 relating to shares of the Corporation's
Common Stock issuable under the Employee Discount Stock Purchase Plan and the
Investor Program and to sign any and all amendments (including post-effective
amendments) and supplements thereto, and to file same, with all exhibits
thereto, and other documents in connection therewith, with the Securities and
Exchange Commission, granting unto said attorney-in-fact and agent 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 agent or his substitute or substitutes, may
lawfully do or cause to be done by virtue thereof.
Dated: November 28, 2000
/s/ Alan H. Fishman
II-19
<PAGE>
POWER OF ATTORNEY
KNOWN ALL MEN BY THESE PRESENTS, that each director of KeySpan Corporation
(the "Corporation") whose signature appears below constitutes and appoints
Gerald Luterman and Ronald S. Jendras, and each of them, lawful attorney-in-fact
and agent, with full power of substitution, for him and in his name, place and
stead, in any and all capacities, to sign the Corporation's Registration
Statements on Form S-8 and Form S-3 relating to shares of the Corporation's
Common Stock issuable under the Employee Discount Stock Purchase Plan and the
Investor Program and to sign any and all amendments (including post-effective
amendments) and supplements thereto, and to file same, with all exhibits
thereto, and other documents in connection therewith, with the Securities and
Exchange Commission, granting unto said attorney-in-fact and agent 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 agent or his substitute or substitutes, may
lawfully do or cause to be done by virtue thereof.
Dated: November 28, 2000
/s/ J. Atwood Ives
II-20
<PAGE>
POWER OF ATTORNEY
KNOWN ALL MEN BY THESE PRESENTS, that each director of KeySpan Corporation
(the "Corporation") whose signature appears below constitutes and appoints
Gerald Luterman and Ronald S. Jendras, and each of them, lawful attorney-in-fact
and agent, with full power of substitution, for him and in his name, place and
stead, in any and all capacities, to sign the Corporation's Registration
Statements on Form S-8 and Form S-3 relating to shares of the Corporation's
Common Stock issuable under the Employee Discount Stock Purchase Plan and the
Investor Program and to sign any and all amendments (including post-effective
amendments) and supplements thereto, and to file same, with all exhibits
thereto, and other documents in connection therewith, with the Securities and
Exchange Commission, granting unto said attorney-in-fact and agent 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 agent or his substitute or substitutes, may
lawfully do or cause to be done by virtue thereof.
Dated: November 28, 2000
/s/ James R. Jones
II-21
<PAGE>
POWER OF ATTORNEY
KNOWN ALL MEN BY THESE PRESENTS, that each director of KeySpan Corporation
(the "Corporation") whose signature appears below constitutes and appoints
Gerald Luterman and Ronald S. Jendras, and each of them, lawful attorney-in-fact
and agent, with full power of substitution, for him and in his name, place and
stead, in any and all capacities, to sign the Corporation's Registration
Statements on Form S-8 and Form S-3 relating to shares of the Corporation's
Common Stock issuable under the Employee Discount Stock Purchase Plan and the
Investor Program and to sign any and all amendments (including post-effective
amendments) and supplements thereto, and to file same, with all exhibits
thereto, and other documents in connection therewith, with the Securities and
Exchange Commission, granting unto said attorney-in-fact and agent 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 agent or his substitute or substitutes, may
lawfully do or cause to be done by virtue thereof.
Dated: November 28, 2000
/s/ Stephen W. McKessy
II-22
<PAGE>
POWER OF ATTORNEY
KNOWN ALL MEN BY THESE PRESENTS, that each director of KeySpan Corporation
(the "Corporation") whose signature appears below constitutes and appoints
Gerald Luterman and Ronald S. Jendras, and each of them, lawful attorney-in-fact
and agent, with full power of substitution, for him and in his name, place and
stead, in any and all capacities, to sign the Corporation's Registration
Statements on Form S-8 and Form S-3 relating to shares of the Corporation's
Common Stock issuable under the Employee Discount Stock Purchase Plan and the
Investor Program and to sign any and all amendments (including post-effective
amendments) and supplements thereto, and to file same, with all exhibits
thereto, and other documents in connection therewith, with the Securities and
Exchange Commission, granting unto said attorney-in-fact and agent 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 agent or his substitute or substitutes, may
lawfully do or cause to be done by virtue thereof.
Dated: November 30, 2000
/s/ Edward D. Miller
II-23
<PAGE>
POWER OF ATTORNEY
KNOWN ALL MEN BY THESE PRESENTS, that each director of KeySpan Corporation
(the "Corporation") whose signature appears below constitutes and appoints
Gerald Luterman and Ronald S. Jendras, and each of them, lawful attorney-in-fact
and agent, with full power of substitution, for him and in his name, place and
stead, in any and all capacities, to sign the Corporation's Registration
Statements on Form S-8 and Form S-3 relating to shares of the Corporation's
Common Stock issuable under the Employee Discount Stock Purchase Plan and the
Investor Program and to sign any and all amendments (including post-effective
amendments) and supplements thereto, and to file same, with all exhibits
thereto, and other documents in connection therewith, with the Securities and
Exchange Commission, granting unto said attorney-in-fact and agent 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 agent or his substitute or substitutes, may
lawfully do or cause to be done by virtue thereof.
Dated: November 29, 2000
/s/ Basil A. Paterson
II-24
<PAGE>
POWER OF ATTORNEY
KNOWN ALL MEN BY THESE PRESENTS, that each director of KeySpan Corporation
(the "Corporation") whose signature appears below constitutes and appoints
Gerald Luterman and Ronald S. Jendras, and each of them, lawful attorney-in-fact
and agent, with full power of substitution, for him and in his name, place and
stead, in any and all capacities, to sign the Corporation's Registration
Statements on Form S-8 and Form S-3 relating to shares of the Corporation's
Common Stock issuable under the Employee Discount Stock Purchase Plan and the
Investor Program and to sign any and all amendments (including post-effective
amendments) and supplements thereto, and to file same, with all exhibits
thereto, and other documents in connection therewith, with the Securities and
Exchange Commission, granting unto said attorney-in-fact and agent 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 agent or his substitute or substitutes, may
lawfully do or cause to be done by virtue thereof.
Dated: December 4, 2000
/s/ James Q. Riordan
II-25
<PAGE>
POWER OF ATTORNEY
KNOWN ALL MEN BY THESE PRESENTS, that each director of KeySpan Corporation
(the "Corporation") whose signature appears below constitutes and appoints
Gerald Luterman and Ronald S. Jendras, and each of them, lawful attorney-in-fact
and agent, with full power of substitution, for him and in his name, place and
stead, in any and all capacities, to sign the Corporation's Registration
Statements on Form S-8 and Form S-3 relating to shares of the Corporation's
Common Stock issuable under the Employee Discount Stock Purchase Plan and the
Investor Program and to sign any and all amendments (including post-effective
amendments) and supplements thereto, and to file same, with all exhibits
thereto, and other documents in connection therewith, with the Securities and
Exchange Commission, granting unto said attorney-in-fact and agent 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 agent or his substitute or substitutes, may
lawfully do or cause to be done by virtue thereof.
Dated: November 29, 2000
/s/ Vincent Tese
II-26
<PAGE>
CERTIFIED COPY OF RESOLUTION OF THE BOARD OF DIRECTORS
AUTHORIZING SIGNATURES PURSUANT TO POWERS OF ATTORNEY
AND THE FILING OF THE REGISTRATION STATEMENT
RESOLVED, that the registration statement on Form S-3, or such other form
as may be required, covering the registration under the Act and the rules and
regulations thereunder, of the Common Stock of the Corporation, to be issued on
a continuous basis under an investor common stock issuance and dividend
reinvestment, shall be prepared; and that the proper officers of the Corporation
hereby are, and each of them with full authority to act without the others
hereby is, authorized, empowered and directed, in the name and on behalf of the
Corporation, to execute such registration statement with such changes as the
officers or officer executing such registration statement on behalf of the
Corporation with the advice of counsel may deem necessary or desirable, the
execution by such officers or officer to be conclusive evidence that they or he
deemed such changes to be necessary or desirable, and to execute any amendment
to such registration statement, to procure all necessary signatures thereon, to
file such registration statement and any amendment thereto when so executed
(together with appropriate exhibits thereto) with the Commission and to take all
action necessary to list such shares with the New York and Pacific Stock
Exchanges.
RESOLVED, that the proper officers of the Corporation and other authorized
persons be, and each of them hereby is, authorized, empowered and directed in
the name and on behalf of the Corporation to execute all such further documents,
certificates or instruments, and to take all such further action, as any such
officer or other authorized persons may deem necessary, proper, convenient or
desirable in order to carry out each of the foregoing resolutions and fully to
effectuate the purposes and intents thereof, and that all actions taken by the
officers of the Corporation and other authorized persons to date, in connection
with the foregoing resolutions, or otherwise, are hereby in all respects
confirmed, ratified and approved.
I, R. A. Rapp, Jr., Vice President, Secretary & Deputy General Counsel of
KeySpan Corporation, DO HEREBY CERTIFY that the foregoing is a true and correct
copy of resolutions duly adopted by the Board of Directors of said Corporation
at a meeting duly called and held May 27, 1998, at which a quorum was present
and voting throughout, and that such resolutions are in full force and effect on
II-27
<PAGE>
the date of this certification.
WITNESS my hand and seal of the Corporation this 11th day of December,
2000.
/s/ R. A. Rapp, Jr.
-------------------------------
R. A. Rapp, Jr.
Vice President, Secretary &
Deputy General Counsel
II-28
