AMERICAN EXPRESS CERTIFICATE COMPANY
POWER OF ATTORNEY
City of Minneapolis
State of Minnesota
Each of the undersigned as a director of American Express Certificate Company, a
face-amount certificate company registered under the Investment Company Act of
1940, hereby constitutes and appoints Paula R. Meyer, Pamela J. Moret, Timothy
S. Meehan, Bruce A. Kohn, Teresa J. Rasmussen, Monica P. Vickman, Jeffrey S.
Horton and Philip C. Wentzel, or any one of them, as his or her attorney-in-fact
and agent, to sign for him or her in his or her name, place and stead any and
all registration statements and amendments thereto (with all exhibits and other
documents required or desirable in connection therewith) that may be prepared
from time to time in connection with said Company's existing or future
face-amount certificate products - whether pursuant to the requirements of the
Securities Act of 1933, the Investment Company Act of 1940 or otherwise - and
periodic reports on Form 10-K, Form 10-Q and Form 8-K required pursuant to
provisions of the Securities Exchange Act of 1934, and any necessary or
appropriate filings with states or other jurisdictions, and grants to any or all
of them the full power and authority to do and perform each and every act
required or necessary or appropriate in connection with such signatures or
filings.
Signed on this 12th day of October, 2000
/s/ Rodney P. Burwell /s/ Charles W. Johnson
Rodney P. Burwell Charles W. Johnson
/s/ Jean B. Keffeler /s/ Richard W. Kling
Jean B. Keffeler Richard W. Kling
/s/ Thomas R. McBurney /s/ Paula R. Meyer
Thomas R. McBurney Paula R. Meyer
/s/ Pamela J. Moret
Pamela J. Moret
