TRUSTCO BANK CORP N Y
S-4/A, EX-24, 2000-08-10
STATE COMMERCIAL BANKS
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<PAGE>

                                   Exhibit 24


                                POWER OF ATTORNEY

                         1933 ACT REGISTRATION STATEMENT

                                       of

                              TRUSTCO BANK CORP NY

        KNOW ALL MEN BY THESE PRESENTS, That the person whose signature appears
below hereby constitutes and appoints Robert A. McCormick, William F. Terry and
Robert T. Cushing, and each of them, the true and lawful attorneys-in-fact and
agents for him and in his name, place or stead, in any and all capacities, to
sign and file, or cause to be signed and filed, with the Securities and Exchange
Commission (the "Commission"), any registration statement or statements on Form
S-4 under the Securities Act of 1933, as amended, relating to the issuance of
common stock of TrustCo Bank Corp NY in connection with the offer to exchange
shares of common stock of TrustCo Bank Corp NY for the outstanding stock of
Cohoes Bancorp, Inc., and any and all amendments and supplements thereto, before
or after effectiveness of such statements, and any and all other documents
required to be filed with the Commission in connection therewith, granting unto
said attorneys-in-fact and agents, full power and authority to do and perform
each and every act and thing requisite and necessary to be done as fully and to
all intents and purposes as the undersigned might or could do in person, and
ratifying and confirming all that said attorneys-in-fact and agents may lawfully
do or cause to be done by virtue hereof.

        Dated: July 11, 2000




                                                   /s/ Robert A. McCormick
                                                   -----------------------
                                                   Robert A. McCormick

<PAGE>



                                POWER OF ATTORNEY

                         1933 ACT REGISTRATION STATEMENT

                                       of

                              TRUSTCO BANK CORP NY

        KNOW ALL MEN BY THESE PRESENTS, That the person whose signature appears
below hereby constitutes and appoints Robert A. McCormick, William F. Terry and
Robert T. Cushing, and each of them, the true and lawful attorneys-in-fact and
agents for him and in his name, place or stead, in any and all capacities, to
sign and file, or cause to be signed and filed, with the Securities and Exchange
Commission (the "Commission"), any registration statement or statements on Form
S-4 under the Securities Act of 1933, as amended, relating to the issuance of
common stock of TrustCo Bank Corp NY in connection with the offer to exchange
shares of common stock of TrustCo Bank Corp NY for the outstanding stock of
Cohoes Bancorp, Inc., and any and all amendments and supplements thereto, before
or after effectiveness of such statements, and any and all other documents
required to be filed with the Commission in connection therewith, granting unto
said attorneys-in-fact and agents, full power and authority to do and perform
each and every act and thing requisite and necessary to be done as fully and to
all intents and purposes as the undersigned might or could do in person, and
ratifying and confirming all that said attorneys-in-fact and agents may lawfully
do or cause to be done by virtue hereof.

        Dated:  July 11, 2000




                                                   /s/ Robert T. Cushing
                                                   ---------------------
                                                   Robert T. Cushing

<PAGE>

                                POWER OF ATTORNEY

                         1933 ACT REGISTRATION STATEMENT

                                       of

                              TRUSTCO BANK CORP NY

        KNOW ALL MEN BY THESE PRESENTS, That the person whose signature appears
below hereby constitutes and appoints Robert A. McCormick, William F. Terry and
Robert T. Cushing, and each of them, the true and lawful attorneys-in-fact and
agents for him and in his name, place or stead, in any and all capacities, to
sign and file, or cause to be signed and filed, with the Securities and Exchange
Commission (the "Commission"), any registration statement or statements on Form
S-4 under the Securities Act of 1933, as amended, relating to the issuance of
common stock of TrustCo Bank Corp NY in connection with the offer to exchange
shares of common stock of TrustCo Bank Corp NY for the outstanding stock of
Cohoes Bancorp, Inc., and any and all amendments and supplements thereto, before
or after effectiveness of such statements, and any and all other documents
required to be filed with the Commission in connection therewith, granting unto
said attorneys-in-fact and agents, full power and authority to do and perform
each and every act and thing requisite and necessary to be done as fully and to
all intents and purposes as the undersigned might or could do in person, and
ratifying and confirming all that said attorneys-in-fact and agents may lawfully
do or cause to be done by virtue hereof.

        Dated:  July 11, 2000




                                                   /s/ Barton A. Andreoli
                                                   ----------------------
                                                   Barton A. Andreoli

<PAGE>

                                POWER OF ATTORNEY

                         1933 ACT REGISTRATION STATEMENT

                                       of

                              TRUSTCO BANK CORP NY

        KNOW ALL MEN BY THESE PRESENTS, That the person whose signature appears
below hereby constitutes and appoints Robert A. McCormick, William F. Terry and
Robert T. Cushing, and each of them, the true and lawful attorneys-in-fact and
agents for him and in his name, place or stead, in any and all capacities, to
sign and file, or cause to be signed and filed, with the Securities and Exchange
Commission (the "Commission"), any registration statement or statements on Form
S-4 under the Securities Act of 1933, as amended, relating to the issuance of
common stock of TrustCo Bank Corp NY in connection with the offer to exchange
shares of common stock of TrustCo Bank Corp NY for the outstanding stock of
Cohoes Bancorp, Inc., and any and all amendments and supplements thereto, before
or after effectiveness of such statements, and any and all other documents
required to be filed with the Commission in connection therewith, granting unto
said attorneys-in-fact and agents, full power and authority to do and perform
each and every act and thing requisite and necessary to be done as fully and to
all intents and purposes as the undersigned might or could do in person, and
ratifying and confirming all that said attorneys-in-fact and agents may lawfully
do or cause to be done by virtue hereof.

        Dated:  July 11, 2000




                                                   /s/ Lionel O. Barthold
                                                   ----------------------
                                                   Lionel O. Barthold

<PAGE>

                                POWER OF ATTORNEY

                         1933 ACT REGISTRATION STATEMENT

                                       of

                              TRUSTCO BANK CORP NY

        KNOW ALL MEN BY THESE PRESENTS, That the person whose signature appears
below hereby constitutes and appoints Robert A. McCormick, William F. Terry and
Robert T. Cushing, and each of them, the true and lawful attorneys-in-fact and
agents for him and in his name, place or stead, in any and all capacities, to
sign and file, or cause to be signed and filed, with the Securities and Exchange
Commission (the "Commission"), any registration statement or statements on Form
S-4 under the Securities Act of 1933, as amended, relating to the issuance of
common stock of TrustCo Bank Corp NY in connection with the offer to exchange
shares of common stock of TrustCo Bank Corp NY for the outstanding stock of
Cohoes Bancorp, Inc., and any and all amendments and supplements thereto, before
or after effectiveness of such statements, and any and all other documents
required to be filed with the Commission in connection therewith, granting unto
said attorneys-in-fact and agents, full power and authority to do and perform
each and every act and thing requisite and necessary to be done as fully and to
all intents and purposes as the undersigned might or could do in person, and
ratifying and confirming all that said attorneys-in-fact and agents may lawfully
do or cause to be done by virtue hereof.

        Dated:  July 11, 2000




                                                   /s/ M. Norman Brickman
                                                   ----------------------
                                                   M. Norman Brickman

<PAGE>

                                POWER OF ATTORNEY

                         1933 ACT REGISTRATION STATEMENT

                                       of

                              TRUSTCO BANK CORP NY

        KNOW ALL MEN BY THESE PRESENTS, That the person whose signature appears
below hereby constitutes and appoints Robert A. McCormick, William F. Terry and
Robert T. Cushing, and each of them, the true and lawful attorneys-in-fact and
agents for him and in his name, place or stead, in any and all capacities, to
sign and file, or cause to be signed and filed, with the Securities and Exchange
Commission (the "Commission"), any registration statement or statements on Form
S-4 under the Securities Act of 1933, as amended, relating to the issuance of
common stock of TrustCo Bank Corp NY in connection with the offer to exchange
shares of common stock of TrustCo Bank Corp NY for the outstanding stock of
Cohoes Bancorp, Inc., and any and all amendments and supplements thereto, before
or after effectiveness of such statements, and any and all other documents
required to be filed with the Commission in connection therewith, granting unto
said attorneys-in-fact and agents, full power and authority to do and perform
each and every act and thing requisite and necessary to be done as fully and to
all intents and purposes as the undersigned might or could do in person, and
ratifying and confirming all that said attorneys-in-fact and agents may lawfully
do or cause to be done by virtue hereof.

        Dated: July 11, 2000




                                                   /s/ Joseph Lucarelli
                                                   --------------------
                                                   Joseph Lucarelli

<PAGE>

                                POWER OF ATTORNEY

                         1933 ACT REGISTRATION STATEMENT

                                       of

                              TRUSTCO BANK CORP NY

        KNOW ALL MEN BY THESE PRESENTS, That the person whose signature appears
below hereby constitutes and appoints Robert A. McCormick, William F. Terry and
Robert T. Cushing, and each of them, the true and lawful attorneys-in-fact and
agents for him and in his name, place or stead, in any and all capacities, to
sign and file, or cause to be signed and filed, with the Securities and Exchange
Commission (the "Commission"), any registration statement or statements on Form
S-4 under the Securities Act of 1933, as amended, relating to the issuance of
common stock of TrustCo Bank Corp NY in connection with the offer to exchange
shares of common stock of TrustCo Bank Corp NY for the outstanding stock of
Cohoes Bancorp, Inc., and any and all amendments and supplements thereto, before
or after effectiveness of such statements, and any and all other documents
required to be filed with the Commission in connection therewith, granting unto
said attorneys-in-fact and agents, full power and authority to do and perform
each and every act and thing requisite and necessary to be done as fully and to
all intents and purposes as the undersigned might or could do in person, and
ratifying and confirming all that said attorneys-in-fact and agents may lawfully
do or cause to be done by virtue hereof.

        Dated: July 11, 2000




                                                   /s/ Nancy A. McNamara
                                                   ---------------------
                                                   Nancy A. McNamara

<PAGE>

                                POWER OF ATTORNEY

                         1933 ACT REGISTRATION STATEMENT

                                       of

                              TRUSTCO BANK CORP NY

        KNOW ALL MEN BY THESE PRESENTS, That the person whose signature appears
below hereby constitutes and appoints Robert A. McCormick, William F. Terry and
Robert T. Cushing, and each of them, the true and lawful attorneys-in-fact and
agents for him and in his name, place or stead, in any and all capacities, to
sign and file, or cause to be signed and filed, with the Securities and Exchange
Commission (the "Commission"), any registration statement or statements on Form
S-4 under the Securities Act of 1933, as amended, relating to the issuance of
common stock of TrustCo Bank Corp NY in connection with the offer to exchange
shares of common stock of TrustCo Bank Corp NY for the outstanding stock of
Cohoes Bancorp, Inc., and any and all amendments and supplements thereto, before
or after effectiveness of such statements, and any and all other documents
required to be filed with the Commission in connection therewith, granting unto
said attorneys-in-fact and agents, full power and authority to do and perform
each and every act and thing requisite and necessary to be done as fully and to
all intents and purposes as the undersigned might or could do in person, and
ratifying and confirming all that said attorneys-in-fact and agents may lawfully
do or cause to be done by virtue hereof.

        Dated: July 11, 2000



                                                   /s/ Dr. Anthony J. Marinello
                                                   ----------------------------
                                                   Dr. Anthony J. Marinello

<PAGE>

                                POWER OF ATTORNEY

                         1933 ACT REGISTRATION STATEMENT

                                       of

                              TRUSTCO BANK CORP NY

        KNOW ALL MEN BY THESE PRESENTS, That the person whose signature appears
below hereby constitutes and appoints Robert A. McCormick, William F. Terry and
Robert T. Cushing, and each of them, the true and lawful attorneys-in-fact and
agents for him and in his name, place or stead, in any and all capacities, to
sign and file, or cause to be signed and filed, with the Securities and Exchange
Commission (the "Commission"), any registration statement or statements on Form
S-4 under the Securities Act of 1933, as amended, relating to the issuance of
common stock of TrustCo Bank Corp NY in connection with the offer to exchange
shares of common stock of TrustCo Bank Corp NY for the outstanding stock of
Cohoes Bancorp, Inc., and any and all amendments and supplements thereto, before
or after effectiveness of such statements, and any and all other documents
required to be filed with the Commission in connection therewith, granting unto
said attorneys-in-fact and agents, full power and authority to do and perform
each and every act and thing requisite and necessary to be done as fully and to
all intents and purposes as the undersigned might or could do in person, and
ratifying and confirming all that said attorneys-in-fact and agents may lawfully
do or cause to be done by virtue hereof.

        Dated: July 11, 2000




                                                   /s/ James. H. Murphy, D.D.S.
                                                   ----------------------------
                                                   James. H. Murphy, D.D.S.

<PAGE>

                                POWER OF ATTORNEY

                         1933 ACT REGISTRATION STATEMENT

                                       of

                              TRUSTCO BANK CORP NY

        KNOW ALL MEN BY THESE PRESENTS, That the person whose signature appears
below hereby constitutes and appoints Robert A. McCormick, William F. Terry and
Robert T. Cushing, and each of them, the true and lawful attorneys-in-fact and
agents for him and in his name, place or stead, in any and all capacities, to
sign and file, or cause to be signed and filed, with the Securities and Exchange
Commission (the "Commission"), any registration statement or statements on Form
S-4 under the Securities Act of 1933, as amended, relating to the issuance of
common stock of TrustCo Bank Corp NY in connection with the offer to exchange
shares of common stock of TrustCo Bank Corp NY for the outstanding stock of
Cohoes Bancorp, Inc., and any and all amendments and supplements thereto, before
or after effectiveness of such statements, and any and all other documents
required to be filed with the Commission in connection therewith, granting unto
said attorneys-in-fact and agents, full power and authority to do and perform
each and every act and thing requisite and necessary to be done as fully and to
all intents and purposes as the undersigned might or could do in person, and
ratifying and confirming all that said attorneys-in-fact and agents may lawfully
do or cause to be done by virtue hereof.

        Dated: July 11, 2000




                                                   /s/ Richard J. Murray, Jr.
                                                   --------------------------
                                                   Richard J. Murray, Jr.

<PAGE>

                                POWER OF ATTORNEY

                         1933 ACT REGISTRATION STATEMENT

                                       of

                              TRUSTCO BANK CORP NY

        KNOW ALL MEN BY THESE PRESENTS, That the person whose signature appears
below hereby constitutes and appoints Robert A. McCormick, William F. Terry and
Robert T. Cushing, and each of them, the true and lawful attorneys-in-fact and
agents for him and in his name, place or stead, in any and all capacities, to
sign and file, or cause to be signed and filed, with the Securities and Exchange
Commission (the "Commission"), any registration statement or statements on Form
S-4 under the Securities Act of 1933, as amended, relating to the issuance of
common stock of TrustCo Bank Corp NY in connection with the offer to exchange
shares of common stock of TrustCo Bank Corp NY for the outstanding stock of
Cohoes Bancorp, Inc., and any and all amendments and supplements thereto, before
or after effectiveness of such statements, and any and all other documents
required to be filed with the Commission in connection therewith, granting unto
said attorneys-in-fact and agents, full power and authority to do and perform
each and every act and thing requisite and necessary to be done as fully and to
all intents and purposes as the undersigned might or could do in person, and
ratifying and confirming all that said attorneys-in-fact and agents may lawfully
do or cause to be done by virtue hereof.

        Dated:  July 11, 2000




                                                   /s/ Kenneth C. Petersen
                                                   -----------------------
                                                   Kenneth C. Petersen

<PAGE>

                                POWER OF ATTORNEY

                         1933 ACT REGISTRATION STATEMENT

                                       of

                              TRUSTCO BANK CORP NY

        KNOW ALL MEN BY THESE PRESENTS, That the person whose signature appears
below hereby constitutes and appoints Robert A. McCormick, William F. Terry and
Robert T. Cushing, and each of them, the true and lawful attorneys-in-fact and
agents for him and in his name, place or stead, in any and all capacities, to
sign and file, or cause to be signed and filed, with the Securities and Exchange
Commission (the "Commission"), any registration statement or statements on Form
S-4 under the Securities Act of 1933, as amended, relating to the issuance of
common stock of TrustCo Bank Corp NY in connection with the offer to exchange
shares of common stock of TrustCo Bank Corp NY for the outstanding stock of
Cohoes Bancorp, Inc., and any and all amendments and supplements thereto, before
or after effectiveness of such statements, and any and all other documents
required to be filed with the Commission in connection therewith, granting unto
said attorneys-in-fact and agents, full power and authority to do and perform
each and every act and thing requisite and necessary to be done as fully and to
all intents and purposes as the undersigned might or could do in person, and
ratifying and confirming all that said attorneys-in-fact and agents may lawfully
do or cause to be done by virtue hereof.

        Dated: July 11, 2000



                                                   /s/ William D. Powers
                                                   ---------------------
                                                   William D. Powers

<PAGE>

                                POWER OF ATTORNEY

                         1933 ACT REGISTRATION STATEMENT

                                       of

                              TRUSTCO BANK CORP NY

        KNOW ALL MEN BY THESE PRESENTS, That the person whose signature appears
below hereby constitutes and appoints Robert A. McCormick, William F. Terry and
Robert T. Cushing, and each of them, the true and lawful attorneys-in-fact and
agents for him and in his name, place or stead, in any and all capacities, to
sign and file, or cause to be signed and filed, with the Securities and Exchange
Commission (the "Commission"), any registration statement or statements on Form
S-4 under the Securities Act of 1933, as amended, relating to the issuance of
common stock of TrustCo Bank Corp NY in connection with the offer to exchange
shares of common stock of TrustCo Bank Corp NY for the outstanding stock of
Cohoes Bancorp, Inc., and any and all amendments and supplements thereto, before
or after effectiveness of such statements, and any and all other documents
required to be filed with the Commission in connection therewith, granting unto
said attorneys-in-fact and agents, full power and authority to do and perform
each and every act and thing requisite and necessary to be done as fully and to
all intents and purposes as the undersigned might or could do in person, and
ratifying and confirming all that said attorneys-in-fact and agents may lawfully
do or cause to be done by virtue hereof.

        Dated: July 11, 2000




                                                   /s/ William J. Purdy
                                                   --------------------
                                                   William J. Purdy

<PAGE>

                                POWER OF ATTORNEY

                         1933 ACT REGISTRATION STATEMENT

                                       of

                              TRUSTCO BANK CORP NY

        KNOW ALL MEN BY THESE PRESENTS, That the person whose signature appears
below hereby constitutes and appoints Robert A. McCormick, William F. Terry and
Robert T. Cushing, and each of them, the true and lawful attorneys-in-fact and
agents for him and in his name, place or stead, in any and all capacities, to
sign and file, or cause to be signed and filed, with the Securities and Exchange
Commission (the "Commission"), any registration statement or statements on Form
S-4 under the Securities Act of 1933, as amended, relating to the issuance of
common stock of TrustCo Bank Corp NY in connection with the offer to exchange
shares of common stock of TrustCo Bank Corp NY for the outstanding stock of
Cohoes Bancorp, Inc., and any and all amendments and supplements thereto, before
or after effectiveness of such statements, and any and all other documents
required to be filed with the Commission in connection therewith, granting unto
said attorneys-in-fact and agents, full power and authority to do and perform
each and every act and thing requisite and necessary to be done as fully and to
all intents and purposes as the undersigned might or could do in person, and
ratifying and confirming all that said attorneys-in-fact and agents may lawfully
do or cause to be done by virtue hereof.

        Dated: July 11, 2000




                                                   /s/ William F. Terry
                                                   --------------------
                                                   William F. Terry



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