<PAGE> 1
EXHIBIT 24.1
POWER OF ATTORNEY
The undersigned, a Director and/or officer of Whitman Corporation, a
Delaware corporation (the "Company"), does hereby constitute and appoint Steven
R. Andrews and Martin M. Ellen, and each of them severally, as his or her true
and lawful attorney-in-fact and agent, with full power and authority to execute
in the name and on behalf of the undersigned as such Director and/or officer, a
Registration Statement under the Securities Act of 1933, as amended (the
"Securities Act"), with respect to the registration under the Securities Act of
the offer and sale of 5,000,000 shares of the Company's Common Stock, par value
$.01, and the associated Preferred Stock Purchase Rights, issuable from time to
time in connection with acquisitions of assets, businesses or securities, and to
execute any and all amendments to such Registration Statement, whether filed
prior or subsequent to the time such Registration Statement becomes effective,
and to file the same, with all exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission. The
undersigned hereby grants unto each such attorney-in-fact and agent, full power
of substitution and revocation in the premises and hereby ratifies and confirms
all that each such attorney-in-fact and agent, or his substitute or substitutes,
may do or cause to be done by virtue of these presents.
Dated this 18th day of August, 2000.
Herbert M. Baum
---------------
Herbert M. Baum
<PAGE> 2
POWER OF ATTORNEY
The undersigned, a Director and/or officer of Whitman Corporation, a
Delaware corporation (the "Company"), does hereby constitute and appoint Steven
R. Andrews and Martin M. Ellen, and each of them severally, as his or her true
and lawful attorney-in-fact and agent, with full power and authority to execute
in the name and on behalf of the undersigned as such Director and/or officer, a
Registration Statement under the Securities Act of 1933, as amended (the
"Securities Act"), with respect to the registration under the Securities Act of
the offer and sale of 5,000,000 shares of the Company's Common Stock, par value
$.01, and the associated Preferred Stock Purchase Rights, issuable from time to
time in connection with acquisitions of assets, businesses or securities, and to
execute any and all amendments to such Registration Statement, whether filed
prior or subsequent to the time such Registration Statement becomes effective,
and to file the same, with all exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission. The
undersigned hereby grants unto each such attorney-in-fact and agent, full power
of substitution and revocation in the premises and hereby ratifies and confirms
all that each such attorney-in-fact and agent, or his substitute or substitutes,
may do or cause to be done by virtue of these presents.
Dated this 18th day of August, 2000.
Richard G. Cline
----------------
Richard G. Cline
<PAGE> 3
POWER OF ATTORNEY
The undersigned, a Director and/or officer of Whitman Corporation, a
Delaware corporation (the "Company"), does hereby constitute and appoint Steven
R. Andrews and Martin M. Ellen, and each of them severally, as his or her true
and lawful attorney-in-fact and agent, with full power and authority to execute
in the name and on behalf of the undersigned as such Director and/or officer, a
Registration Statement under the Securities Act of 1933, as amended (the
"Securities Act"), with respect to the registration under the Securities Act of
the offer and sale of 5,000,000 shares of the Company's Common Stock, par value
$.01, and the associated Preferred Stock Purchase Rights, issuable from time to
time in connection with acquisitions of assets, businesses or securities, and to
execute any and all amendments to such Registration Statement, whether filed
prior or subsequent to the time such Registration Statement becomes effective,
and to file the same, with all exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission. The
undersigned hereby grants unto each such attorney-in-fact and agent, full power
of substitution and revocation in the premises and hereby ratifies and confirms
all that each such attorney-in-fact and agent, or his substitute or substitutes,
may do or cause to be done by virtue of these presents.
Dated this 18th day of August, 2000.
Pierre S. du Pont
-----------------
Pierre S. du Pont
<PAGE> 4
POWER OF ATTORNEY
The undersigned, a Director and/or officer of Whitman Corporation, a
Delaware corporation (the "Company"), does hereby constitute and appoint Steven
R. Andrews and Martin M. Ellen, and each of them severally, as his or her true
and lawful attorney-in-fact and agent, with full power and authority to execute
in the name and on behalf of the undersigned as such Director and/or officer, a
Registration Statement under the Securities Act of 1933, as amended (the
"Securities Act"), with respect to the registration under the Securities Act of
the offer and sale of 5,000,000 shares of the Company's Common Stock, par value
$.01, and the associated Preferred Stock Purchase Rights, issuable from time to
time in connection with acquisitions of assets, businesses or securities, and to
execute any and all amendments to such Registration Statement, whether filed
prior or subsequent to the time such Registration Statement becomes effective,
and to file the same, with all exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission. The
undersigned hereby grants unto each such attorney-in-fact and agent, full power
of substitution and revocation in the premises and hereby ratifies and confirms
all that each such attorney-in-fact and agent, or his substitute or substitutes,
may do or cause to be done by virtue of these presents.
Dated this 18th day of August, 2000.
Archie R. Dykes
---------------
Archie R. Dykes
<PAGE> 5
POWER OF ATTORNEY
The undersigned, a Director and/or officer of Whitman Corporation, a
Delaware corporation (the "Company"), does hereby constitute and appoint Steven
R. Andrews and Martin M. Ellen, and each of them severally, as his or her true
and lawful attorney-in-fact and agent, with full power and authority to execute
in the name and on behalf of the undersigned as such Director and/or officer, a
Registration Statement under the Securities Act of 1933, as amended (the
"Securities Act"), with respect to the registration under the Securities Act of
the offer and sale of 5,000,000 shares of the Company's Common Stock, par value
$.01, and the associated Preferred Stock Purchase Rights, issuable from time to
time in connection with acquisitions of assets, businesses or securities, and to
execute any and all amendments to such Registration Statement, whether filed
prior or subsequent to the time such Registration Statement becomes effective,
and to file the same, with all exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission. The
undersigned hereby grants unto each such attorney-in-fact and agent, full power
of substitution and revocation in the premises and hereby ratifies and confirms
all that each such attorney-in-fact and agent, or his substitute or substitutes,
may do or cause to be done by virtue of these presents.
Dated this 18th day of August, 2000.
Charles W. Gaillard
-------------------
Charles W. Gaillard
<PAGE> 6
POWER OF ATTORNEY
The undersigned, a Director and/or officer of Whitman Corporation, a
Delaware corporation (the "Company"), does hereby constitute and appoint Steven
R. Andrews and Martin M. Ellen, and each of them severally, as his or her true
and lawful attorney-in-fact and agent, with full power and authority to execute
in the name and on behalf of the undersigned as such Director and/or officer, a
Registration Statement under the Securities Act of 1933, as amended (the
"Securities Act"), with respect to the registration under the Securities Act of
the offer and sale of 5,000,000 shares of the Company's Common Stock, par value
$.01, and the associated Preferred Stock Purchase Rights, issuable from time to
time in connection with acquisitions of assets, businesses or securities, and to
execute any and all amendments to such Registration Statement, whether filed
prior or subsequent to the time such Registration Statement becomes effective,
and to file the same, with all exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission. The
undersigned hereby grants unto each such attorney-in-fact and agent, full power
of substitution and revocation in the premises and hereby ratifies and confirms
all that each such attorney-in-fact and agent, or his substitute or substitutes,
may do or cause to be done by virtue of these presents.
Dated this 18th day of August, 2000.
Jarobin Gilbert, Jr.
--------------------
Jarobin Gilbert, Jr.
<PAGE> 7
POWER OF ATTORNEY
The undersigned, a Director and/or officer of Whitman Corporation, a
Delaware corporation (the "Company"), does hereby constitute and appoint Steven
R. Andrews and Martin M. Ellen, and each of them severally, as his or her true
and lawful attorney-in-fact and agent, with full power and authority to execute
in the name and on behalf of the undersigned as such Director and/or officer, a
Registration Statement under the Securities Act of 1933, as amended (the
"Securities Act"), with respect to the registration under the Securities Act of
the offer and sale of 5,000,000 shares of the Company's Common Stock, par value
$.01, and the associated Preferred Stock Purchase Rights, issuable from time to
time in connection with acquisitions of assets, businesses or securities, and to
execute any and all amendments to such Registration Statement, whether filed
prior or subsequent to the time such Registration Statement becomes effective,
and to file the same, with all exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission. The
undersigned hereby grants unto each such attorney-in-fact and agent, full power
of substitution and revocation in the premises and hereby ratifies and confirms
all that each such attorney-in-fact and agent, or his substitute or substitutes,
may do or cause to be done by virtue of these presents.
Dated this 18th day of August, 2000.
Victoria B. Jackson
-------------------
Victoria B. Jackson
<PAGE> 8
POWER OF ATTORNEY
The undersigned, a Director and/or officer of Whitman Corporation, a
Delaware corporation (the "Company"), does hereby constitute and appoint Steven
R. Andrews and C. Michael Durkin, Jr., and each of them severally, as his or
her true and lawful attorney-in-fact and agent, with full power and authority
to execute in the name and on behalf of the undersigned as such Director and/or
officer, a Registration Statement under the Securities Act of 1933, as amended
(the "Securities Act"), with respect to the registration under the Securities
Act of the offer and sale of 5,000,000 shares of the Company's Common Stock,
par value $.01, and the associated Preferred Stock Purchase Rights, issuable
from time to time in connection with acquisitions of assets, businesses or
securities, and to execute any and all amendments to such Registration
Statement, whether filed prior or subsequent to the time such Registration
Statement becomes effective, and to file the same, with all exhibits thereto
and other documents in connection therewith, with the Securities and Exchange
Commission. The undersigned hereby grants unto each such attorney-in-fact and
agent, full power of substitution and revocation in the premises and hereby
ratifies and confirms all that each such attorney-in-fact and agent, or his
substitute or substitutes, may do or cause to be done by virtue of these
presents.
Dated this 1st day of December, 2000.
Robert C. Pohlad
-------------------
Robert C. Pohlad
<PAGE> 9
POWER OF ATTORNEY
The undersigned, a Director and/or officer of Whitman Corporation, a
Delaware corporation (the "Company"), does hereby constitute and appoint Steven
R. Andrews and Martin M. Ellen, and each of them severally, as his or her true
and lawful attorney-in-fact and agent, with full power and authority to execute
in the name and on behalf of the undersigned as such Director and/or officer, a
Registration Statement under the Securities Act of 1933, as amended (the
"Securities Act"), with respect to the registration under the Securities Act of
the offer and sale of 5,000,000 shares of the Company's Common Stock, par value
$.01, and the associated Preferred Stock Purchase Rights, issuable from time to
time in connection with acquisitions of assets, businesses or securities, and to
execute any and all amendments to such Registration Statement, whether filed
prior or subsequent to the time such Registration Statement becomes effective,
and to file the same, with all exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission. The
undersigned hereby grants unto each such attorney-in-fact and agent, full power
of substitution and revocation in the premises and hereby ratifies and confirms
all that each such attorney-in-fact and agent, or his substitute or substitutes,
may do or cause to be done by virtue of these presents.
Dated this 18th day of August, 2000.
Robert F. Sharpe, Jr.
---------------------
Robert F. Sharpe, Jr.
<PAGE> 10
POWER OF ATTORNEY
The undersigned, a Director and/or officer of Whitman Corporation, a
Delaware corporation (the "Company"), does hereby constitute and appoint Steven
R. Andrews and Martin M. Ellen, and each of them severally, as his or her true
and lawful attorney-in-fact and agent, with full power and authority to execute
in the name and on behalf of the undersigned as such Director and/or officer, a
Registration Statement under the Securities Act of 1933, as amended (the
"Securities Act"), with respect to the registration under the Securities Act of
the offer and sale of 5,000,000 shares of the Company's Common Stock, par value
$.01, and the associated Preferred Stock Purchase Rights, issuable from time to
time in connection with acquisitions of assets, businesses or securities, and to
execute any and all amendments to such Registration Statement, whether filed
prior or subsequent to the time such Registration Statement becomes effective,
and to file the same, with all exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission. The
undersigned hereby grants unto each such attorney-in-fact and agent, full power
of substitution and revocation in the premises and hereby ratifies and confirms
all that each such attorney-in-fact and agent, or his substitute or substitutes,
may do or cause to be done by virtue of these presents.
Dated this 18th day of August, 2000.
Karl M. von der Heyden
----------------------
Karl M. von der Heyden
