TT INTERNATIONAL USA FEEDER TRUST
N-1A/A, EX-99.Q(2), 2000-09-28
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                                                                   Exhibit q(2)

TT INTERNATIONAL U.S.A. MASTER TRUST

The undersigned hereby constitutes and appoints Austin Allison, Robin
Cotterill, and Jill Grossberg and each of them, with full powers of
substitution as his true and lawful attorneys and agents to execute in his name
and on his behalf in any and all capacities each Registration Statement, and
any and all amendments thereto, filed by TT International U.S.A. Master Trust
(on behalf of each of its series now or hereinafter created) (the "Registrant")
with the Securities and Exchange Commission under the Investment Company Act of
1940, as amended, each Registration Statement, and any and all amendments
thereto, to be executed by the Registrant and filed by another registrant with
the Securities and Exchange Commission under the Investment Company Act of
1940, as amended, or under the Securities Act of 1933, as amended, and any and
all other instruments which such attorneys and agents, or any of them, deem
necessary or advisable to enable the Registrant to comply with the Securities
Act of 1933, as amended, and the Investment Company Act of 1940, as amended,
the rules, regulations and requirements of the Securities and Exchange
Commission, and the securities or Blue Sky laws of any state or other
jurisdiction; and the undersigned hereby ratifies and confirms as his own act
and deed any and all that such attorneys and agents, or any of them, shall do
or cause to be done by virtue hereof. Any one of such attorneys and agents
shall have, and may exercise, all of the powers hereby conferred.

IN WITNESS WHEREOF, the undersigned has hereunto set his hand as of the 31st
day of August, 2000.



David J.S. Burnett
------------------------
David J.S. Burnett



<PAGE>






TT INTERNATIONAL U.S.A. MASTER TRUST

The undersigned hereby constitutes and appoints David J.S. Burnett, Austin
Allison, Robin Cotterill, and Jill Grossberg and each of them, with full powers
of substitution as his true and lawful attorneys and agents to execute in his
name and on his behalf in any and all capacities each Registration Statement,
and any and all amendments thereto, filed by TT International U.S.A. Master
Trust (on behalf of each of its series now or hereinafter created) (the
"Registrant") with the Securities and Exchange Commission under the Investment
Company Act of 1940, as amended, each Registration Statement, and any and all
amendments thereto, to be executed by the Registrant and filed by another
registrant with the Securities and Exchange Commission under the Investment
Company Act of 1940, as amended, or under the Securities Act of 1933, as
amended, and any and all other instruments which such attorneys and agents, or
any of them, deem necessary or advisable to enable the Registrant to comply
with the Securities Act of 1933, as amended, and the Investment Company Act of
1940, as amended, the rules, regulations and requirements of the Securities and
Exchange Commission, and the securities or Blue Sky laws of any state or other
jurisdiction; and the undersigned hereby ratifies and confirms as his own act
and deed any and all that such attorneys and agents, or any of them, shall do
or cause to be done by virtue hereof. Any one of such attorneys and agents
shall have, and may exercise, all of the powers hereby conferred.

IN WITNESS WHEREOF, the undersigned has hereunto set his hand as of the 31st
day of August, 2000.



Robert W. Uek
------------------------
Robert W. Uek




<PAGE>






TT INTERNATIONAL U.S.A. MASTER TRUST

The undersigned hereby constitutes and appoints David J.S. Burnett, Austin
Allison, Robin Cotterill, and Jill Grossberg and each of them, with full powers
of substitution as his true and lawful attorneys and agents to execute in his
name and on his behalf in any and all capacities each Registration Statement,
and any and all amendments thereto, filed by TT International U.S.A. Master
Trust (on behalf of each of its series now or hereinafter created) (the
"Registrant") with the Securities and Exchange Commission under the Investment
Company Act of 1940, as amended, each Registration Statement, and any and all
amendments thereto, to be executed by the Registrant and filed by another
registrant with the Securities and Exchange Commission under the Investment
Company Act of 1940, as amended, or under the Securities Act of 1933, as
amended, and any and all other instruments which such attorneys and agents, or
any of them, deem necessary or advisable to enable the Registrant to comply
with the Securities Act of 1933, as amended, and the Investment Company Act of
1940, as amended, the rules, regulations and requirements of the Securities and
Exchange Commission, and the securities or Blue Sky laws of any state or other
jurisdiction; and the undersigned hereby ratifies and confirms as his own act
and deed any and all that such attorneys and agents, or any of them, shall do
or cause to be done by virtue hereof. Any one of such attorneys and agents
shall have, and may exercise, all of the powers hereby conferred.

IN WITNESS WHEREOF, the undersigned has hereunto set his hand as of the 31st
day of August, 2000.



Peter O. Brown
------------------------
Peter O. Brown




<PAGE>






TT INTERNATIONAL U.S.A. MASTER TRUST

The undersigned hereby constitutes and appoints David J.S. Burnett, Austin
Allison, Robin Cotterill, and Jill Grossberg and each of them, with full powers
of substitution as his true and lawful attorneys and agents to execute in his
name and on his behalf in any and all capacities each Registration Statement,
and any and all amendments thereto, filed by TT International U.S.A. Master
Trust (on behalf of each of its series now or hereinafter created) (the
"Registrant") with the Securities and Exchange Commission under the Investment
Company Act of 1940, as amended, each Registration Statement, and any and all
amendments thereto, to be executed by the Registrant and filed by another
registrant with the Securities and Exchange Commission under the Investment
Company Act of 1940, as amended, or under the Securities Act of 1933, as
amended, and any and all other instruments which such attorneys and agents, or
any of them, deem necessary or advisable to enable the Registrant to comply
with the Securities Act of 1933, as amended, and the Investment Company Act of
1940, as amended, the rules, regulations and requirements of the Securities and
Exchange Commission, and the securities or Blue Sky laws of any state or other
jurisdiction; and the undersigned hereby ratifies and confirms as his own act
and deed any and all that such attorneys and agents, or any of them, shall do
or cause to be done by virtue hereof. Any one of such attorneys and agents
shall have, and may exercise, all of the powers hereby conferred.

IN WITNESS WHEREOF, the undersigned has hereunto set his hand as of the 31st
day of August, 2000.



John A. Benning
------------------------
John A. Benning




<PAGE>






TT INTERNATIONAL U.S.A. MASTER TRUST

The undersigned hereby constitutes and appoints David J.S. Burnett, Austin
Allison, Robin Cotterill, and Jill Grossberg and each of them, with full powers
of substitution as his true and lawful attorneys and agents to execute in his
name and on his behalf in any and all capacities each Registration Statement,
and any and all amendments thereto, filed by TT International U.S.A. Master
Trust (on behalf of each of its series now or hereinafter created) (the
"Registrant") with the Securities and Exchange Commission under the Investment
Company Act of 1940, as amended, each Registration Statement, and any and all
amendments thereto, to be executed by the Registrant and filed by another
registrant with the Securities and Exchange Commission under the Investment
Company Act of 1940, as amended, or under the Securities Act of 1933, as
amended, and any and all other instruments which such attorneys and agents, or
any of them, deem necessary or advisable to enable the Registrant to comply
with the Securities Act of 1933, as amended, and the Investment Company Act of
1940, as amended, the rules, regulations and requirements of the Securities and
Exchange Commission, and the securities or Blue Sky laws of any state or other
jurisdiction; and the undersigned hereby ratifies and confirms as his own act
and deed any and all that such attorneys and agents, or any of them, shall do
or cause to be done by virtue hereof. Any one of such attorneys and agents
shall have, and may exercise, all of the powers hereby conferred.

IN WITNESS WHEREOF, the undersigned has hereunto set his hand as of the 31st
day of August, 2000.



J. Luther King, Jr.
------------------------
J. Luther King, Jr.




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