Exhibit 24
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the "Company"), proposes to file with the Securities and Exchange Commission,
under the provisions of the Securities Act of 1933, as amended, a registration
statement or registration statements with respect to up to $60,000,000 of
deferred compensation obligations under the AT&T Broadband Deferred Compensation
Plan; and
WHEREAS, the undersigned is both a director and an officer of the
Company, as indicated below his signature:
NOW, THEREFORE, the undersigned hereby constitutes and appoints
C. H. NOSKI, M. J. WASSER and E. M. DWYER, and each of them, as attorneys for
him and in his name, place and stead, and in his capacity as both a director and
an officer of the Company, to execute and file any such registration statements
with respect to the above-described deferred compensation obligations, and
thereafter to execute and file any amended registration statement or statements
with respect thereto or amendments or supplements to any of the foregoing,
hereby giving and granting to said attorneys, and each of them, full power and
authority to do and perform each and every act and thing whatsoever requisite
and necessary to be done in and about the premises, as fully, to all intents and
purposes, as he might or could do if personally present at the doing thereof,
hereby ratifying and confirming all that said attorneys may or shall lawfully
do, or cause to be done, by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 15th day of November, 2000.
/s/ C. Michael Armstrong
-------------------------
C. Michael Armstrong
Chairman of the Board and
Chief Executive Officer
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the "Company"), proposes to file with the Securities and Exchange Commission,
under the provisions of the Securities Act of 1933, as amended, a registration
statement or registration statements with respect to up to $60,000,000 of
deferred compensation obligations under the AT&T Broadband Deferred Compensation
Plan; and
WHEREAS, the undersigned is an officer of the Company, as indicated
below his signature:
NOW, THEREFORE, the undersigned hereby constitutes and appoints
C. H. NOSKI, M. J. WASSER and E. M. DWYER, and each of them, as attorneys for
him and in his name, place and stead, and in his capacity as an officer of the
Company, to execute and file any such registration statements with respect to
the above-described deferred compensation obligations, and thereafter to execute
and file any amended registration statement or statements with respect thereto
or amendments or supplements to any of the foregoing, hereby giving and granting
to said attorneys, and each of them, full power and authority to do and perform
each and every act and thing whatsoever requisite and necessary to be done in
and about the premises, as fully, to all intents and purposes, as he might or
could do if personally present at the doing thereof, hereby ratifying and
confirming all that said attorneys may or shall lawfully do, or cause to be
done, by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 15th day of November, 2000.
/s/ N. S. Cyprus
--------------------
N. S. Cyprus
Vice President and Controller
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the "Company"), proposes to file with the Securities and Exchange Commission,
under the provisions of the Securities Act of 1933, as amended, a registration
statement or registration statements with respect to up to $60,000,000 of
deferred compensation obligations under the AT&T Broadband Deferred Compensation
Plan; and
WHEREAS, the undersigned is an officer of the Company, as indicated
below his signature:
NOW, THEREFORE, the undersigned hereby constitutes and appoints
M. J. WASSER and E. M. DWYER, and each of them, as attorneys for him and in his
name, place and stead, and in his capacity as an officer of the Company, to
execute and file any such registration statements with respect to the
above-described deferred compensation obligations, and thereafter to execute and
file any amended registration statement or statements with respect thereto or
amendments or supplements to any of the foregoing, hereby giving and granting to
said attorneys, and each of them, full power and authority to do and perform
each and every act and thing whatsoever requisite and necessary to be done in
and about the premises, as fully, to all intents and purposes, as he might or
could do if personally present at the doing thereof, hereby ratifying and
confirming all that said attorneys may or shall lawfully do, or cause to be
done, by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 15th day of November, 2000.
/s/ C. H. Noski
-----------------
C. H. Noski
Senior Executive Vice President
and Chief Financial Officer
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the "Company"), proposes to file with the Securities and Exchange Commission,
under the provisions of the Securities Act of 1933, as amended, a registration
statement or registration statements with respect to up to $60,000,000 of
deferred compensation obligations under the AT&T Broadband Deferred Compensation
Plan; and
WHEREAS, the undersigned is a director of the Company, as indicated
below his signature:
NOW, THEREFORE, the undersigned hereby constitutes and appoints
C. H. NOSKI, M. J. WASSER and E. M. DWYER, and each of them, as attorneys for
him and in his name, place and stead, and in his capacity as a director of the
Company, to execute and file any such registration statements with respect to
the above-described deferred compensation obligations, and thereafter to execute
and file any amended registration statement or statements with respect thereto
or amendments or supplements to any of the foregoing, hereby giving and granting
to said attorneys, and each of them, full power and authority to do and perform
each and every act and thing whatsoever requisite and necessary to be done in
and about the premises, as fully, to all intents and purposes, as he might or
could do if personally present at the doing thereof, hereby ratifying and
confirming all that said attorneys may or shall lawfully do, or cause to be
done, by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 15th day of November, 2000.
/s/ Kenneth T. Derr
-------------------
Kenneth T. Derr
Director
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the "Company"), proposes to file with the Securities and Exchange Commission,
under the provisions of the Securities Act of 1933, as amended, a registration
statement or registration statements with respect to up to $60,000,000 of
deferred compensation obligations under the AT&T Broadband Deferred Compensation
Plan; and
WHEREAS, the undersigned is a director of the Company, as indicated
below her signature:
NOW, THEREFORE, the undersigned hereby constitutes and appoints
C. H. NOSKI, M. J. WASSER and E. M. DWYER, and each of them, as attorneys for
her and in her name, place and stead, and in her capacity as a director of the
Company, to execute and file any such registration statements with respect to
the above-described deferred compensation obligations, and thereafter to execute
and file any amended registration statement or statements with respect thereto
or amendments or supplements to any of the foregoing, hereby giving and granting
to said attorneys, and each of them, full power and authority to do and perform
each and every act and thing whatsoever requisite and necessary to be done in
and about the premises, as fully, to all intents and purposes, as he might or
could do if personally present at the doing thereof, hereby ratifying and
confirming all that said attorneys may or shall lawfully do, or cause to be
done, by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 15th day of November, 2000.
/s/ M. Kathryn Eickhoff
----------------------
M. Kathryn Eickhoff
Director
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the "Company"), proposes to file with the Securities and Exchange Commission,
under the provisions of the Securities Act of 1933, as amended, a registration
statement or registration statements with respect to up to $60,000,000 of
deferred compensation obligations under the AT&T Broadband Deferred Compensation
Plan; and
WHEREAS, the undersigned is a director of the Company, as indicated
below his signature:
NOW, THEREFORE, the undersigned hereby constitutes and appoints
C. H. NOSKI, M. J. WASSER and E. M. DWYER, and each of them, as attorneys for
him and in his name, place and stead, and in his capacity as a director of the
Company, to execute and file any such registration statements with respect to
the above-described deferred compensation obligations, and thereafter to execute
and file any amended registration statement or statements with respect thereto
or amendments or supplements to any of the foregoing, hereby giving and granting
to said attorneys, and each of them, full power and authority to do and perform
each and every act and thing whatsoever requisite and necessary to be done in
and about the premises, as fully, to all intents and purposes, as he might or
could do if personally present at the doing thereof, hereby ratifying and
confirming all that said attorneys may or shall lawfully do, or cause to be
done, by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this Power of
Attorney this 15th day of November, 2000.
/s/ Walter Y. Elisha
------------------------
Walter Y. Elisha
Director
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the "Company"), proposes to file with the Securities and Exchange Commission,
under the provisions of the Securities Act of 1933, as amended, a registration
statement or registration statements with respect to up to $60,000,000 of
deferred compensation obligations under the AT&T Broadband Deferred Compensation
Plan; and
WHEREAS, the undersigned is a director of the Company, as indicated
below his signature:
NOW, THEREFORE, the undersigned hereby constitutes and appoints
C. H. NOSKI, M. J. WASSER and E. M. DWYER, and each of them, as attorneys for
him and in his name, place and stead, and in his capacity as a director of the
Company, to execute and file any such registration statements with respect to
the above-described deferred compensation obligations, and thereafter to execute
and file any amended registration statement or statements with respect thereto
or amendments or supplements to any of the foregoing, hereby giving and granting
to said attorneys, and each of them, full power and authority to do and perform
each and every act and thing whatsoever requisite and necessary to be done in
and about the premises, as fully, to all intents and purposes, as he might or
could do if personally present at the doing thereof, hereby ratifying and
confirming all that said attorneys may or shall lawfully do, or cause to be
done, by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 15th day of November, 2000.
/s/ George M.C. Fisher
------------------------
George M. C. Fisher
Director
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the "Company"), proposes to file with the Securities and Exchange Commission,
under the provisions of the Securities Act of 1933, as amended, a registration
statement or registration statements with respect to up to $60,000,000 of
deferred compensation obligations under the AT&T Broadband Deferred Compensation
Plan; and
WHEREAS, the undersigned is a director of the Company, as indicated
below his signature:
NOW, THEREFORE, the undersigned hereby constitutes and appoints
C. H. NOSKI, M. J. WASSER and E. M. DWYER, and each of them, as attorneys for
him and in his name, place and stead, and in his capacity as a director of the
Company, to execute and file any such registration statements with respect to
the above-described deferred compensation obligations, and thereafter to execute
and file any amended registration statement or statements with respect thereto
or amendments or supplements to any of the foregoing, hereby giving and granting
to said attorneys, and each of them, full power and authority to do and perform
each and every act and thing whatsoever requisite and necessary to be done in
and about the premises, as fully, to all intents and purposes, as he might or
could do if personally present at the doing thereof, hereby ratifying and
confirming all that said attorneys may or shall lawfully do, or cause to be
done, by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 15th day of November, 2000.
/s/ Donald V. Fites
-------------------
Donald V. Fites
Director
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the "Company"), proposes to file with the Securities and Exchange Commission,
under the provisions of the Securities Act of 1933, as amended, a registration
statement or registration statements with respect to up to $60,000,000 of
deferred compensation obligations under the AT&T Broadband Deferred Compensation
Plan; and
WHEREAS, the undersigned is a director of the Company, as indicated
below his signature:
NOW, THEREFORE, the undersigned hereby constitutes and appoints
C. H. NOSKI, M. J. WASSER and E. M. DWYER, and each of them, as attorneys for
him and in his name, place and stead, and in his capacity as a director of the
Company, to execute and file any such registration statements with respect to
the above-described deferred compensation obligations, and thereafter to execute
and file any amended registration statement or statements with respect thereto
or amendments or supplements to any of the foregoing, hereby giving and granting
to said attorneys, and each of them, full power and authority to do and perform
each and every act and thing whatsoever requisite and necessary to be done in
and about the premises, as fully, to all intents and purposes, as he might or
could do if personally present at the doing thereof, hereby ratifying and
confirming all that said attorneys may or shall lawfully do, or cause to be
done, by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 15th day of November, 2000.
/s/ Amos B. Hostetter, Jr.
--------------------------
Amos B. Hostetter, Jr.
Director
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the "Company"), proposes to file with the Securities and Exchange Commission,
under the provisions of the Securities Act of 1933, as amended, a registration
statement or registration statements with respect to up to $60,000,000 of
deferred compensation obligations under the AT&T Broadband Deferred Compensation
Plan; and
WHEREAS, the undersigned is a director of the Company, as indicated
below his signature:
NOW, THEREFORE, the undersigned hereby constitutes and appoints
C. H. NOSKI, M. J. WASSER and E. M. DWYER, and each of them, as attorneys for
him and in his name, place and stead, and in his capacity as a director of the
Company, to execute and file any such registration statements with respect to
the above-described deferred compensation obligations, and thereafter to execute
and file any amended registration statement or statements with respect thereto
or amendments or supplements to any of the foregoing, hereby giving and granting
to said attorneys, and each of them, full power and authority to do and perform
each and every act and thing whatsoever requisite and necessary to be done in
and about the premises, as fully, to all intents and purposes, as he might or
could do if personally present at the doing thereof, hereby ratifying and
confirming all that said attorneys may or shall lawfully do, or cause to be
done, by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 15th day of November, 2000.
/s/ Ralph S. Larsen
-------------------
Ralph S. Larsen
Director
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the "Company"), proposes to file with the Securities and Exchange Commission,
under the provisions of the Securities Act of 1933, as amended, a registration
statement or registration statements with respect to up to $60,000,000 of
deferred compensation obligations under the AT&T Broadband Deferred Compensation
Plan; and
WHEREAS, the undersigned is a director of the Company, as indicated
below his signature:
NOW, THEREFORE, the undersigned hereby constitutes and appoints
C. H. NOSKI, M. J. WASSER and E. M. DWYER, and each of them, as attorneys for
him and in his name, place and stead, and in his capacity as a director of the
Company, to execute and file any such registration statements with respect to
the above-described deferred compensation obligations, and thereafter to execute
and file any amended registration statement or statements with respect thereto
or amendments or supplements to any of the foregoing, hereby giving and granting
to said attorneys, and each of them, full power and authority to do and perform
each and every act and thing whatsoever requisite and necessary to be done in
and about the premises, as fully, to all intents and purposes, as he might or
could do if personally present at the doing thereof, hereby ratifying and
confirming all that said attorneys may or shall lawfully do, or cause to be
done, by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 15th day of November, 2000.
/s/ Donald F. McHenry
---------------------
Donald F. McHenry
Director
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the "Company"), proposes to file with the Securities and Exchange Commission,
under the provisions of the Securities Act of 1933, as amended, a registration
statement or registration statements with respect to up to $60,000,000 of
deferred compensation obligations under the AT&T Broadband Deferred Compensation
Plan; and
WHEREAS, the undersigned is a director of the Company, as indicated
below his signature:
NOW, THEREFORE, the undersigned hereby constitutes and appoints
C. H. NOSKI, M. J. WASSER and E. M. DWYER, and each of them, as attorneys for
him and in his name, place and stead, and in his capacity as a director of the
Company, to execute and file any such registration statements with respect to
the above-described deferred compensation obligations, and thereafter to execute
and file any amended registration statement or statements with respect thereto
or amendments or supplements to any of the foregoing, hereby giving and granting
to said attorneys, and each of them, full power and authority to do and perform
each and every act and thing whatsoever requisite and necessary to be done in
and about the premises, as fully, to all intents and purposes, as he might or
could do if personally present at the doing thereof, hereby ratifying and
confirming all that said attorneys may or shall lawfully do, or cause to be
done, by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 15th day of November, 2000.
/s/ John C. Malone
------------------
John C. Malone
Director
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the "Company"), proposes to file with the Securities and Exchange Commission,
under the provisions of the Securities Act of 1933, as amended, a registration
statement or registration statements with respect to up to $60,000,000 of
deferred compensation obligations under the AT&T Broadband Deferred Compensation
Plan; and
WHEREAS, the undersigned is a director of the Company, as indicated
below his signature:
NOW, THEREFORE, the undersigned hereby constitutes and appoints
C. H. NOSKI, M. J. WASSER and E. M. DWYER, and each of them, as attorneys for
him and in his name, place and stead, and in his capacity as a director of the
Company, to execute and file any such registration statements with respect to
the above-described deferred compensation obligations, and thereafter to execute
and file any amended registration statement or statements with respect thereto
or amendments or supplements to any of the foregoing, hereby giving and granting
to said attorneys, and each of them, full power and authority to do and perform
each and every act and thing whatsoever requisite and necessary to be done in
and about the premises, as fully, to all intents and purposes, as he might or
could do if personally present at the doing thereof, hereby ratifying and
confirming all that said attorneys may or shall lawfully do, or cause to be
done, by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 15th day of November, 2000.
/s/ Louis A. Simpson
--------------------
Louis A. Simpson
Director
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the "Company"), proposes to file with the Securities and Exchange Commission,
under the provisions of the Securities Act of 1933, as amended, a registration
statement or registration statements with respect to up to $60,000,000 of
deferred compensation obligations under the AT&T Broadband Deferred Compensation
Plan; and
WHEREAS, the undersigned is a director of the Company, as indicated
below his signature:
NOW, THEREFORE, the undersigned hereby constitutes and appoints
C. H. NOSKI, M. J. WASSER and E. M. DWYER, and each of them, as attorneys for
him and in his name, place and stead, and in his capacity as a director of the
Company, to execute and file any such registration statements with respect to
the above-described deferred compensation obligations, and thereafter to execute
and file any amended registration statement or statements with respect thereto
or amendments or supplements to any of the foregoing, hereby giving and granting
to said attorneys, and each of them, full power and authority to do and perform
each and every act and thing whatsoever requisite and necessary to be done in
and about the premises, as fully, to all intents and purposes, as he might or
could do if personally present at the doing thereof, hereby ratifying and
confirming all that said attorneys may or shall lawfully do, or cause to be
done, by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 15th day of November, 2000.
/s/ Michael I. Sovern
---------------------
Michael I. Sovern
Director
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the "Company"), proposes to file with the Securities and Exchange Commission,
under the provisions of the Securities Act of 1933, as amended, a registration
statement or registration statements with respect to up to $60,000,000 of
deferred compensation obligations under the AT&T Broadband Deferred Compensation
Plan; and
WHEREAS, the undersigned is a director of the Company, as indicated
below his signature:
NOW, THEREFORE, the undersigned hereby constitutes and appoints
C. H. NOSKI, M. J. WASSER and E. M. DWYER, and each of them, as attorneys for
him and in his name, place and stead, and in his capacity as a director of the
Company, to execute and file any such registration statements with respect to
the above-described deferred compensation obligations, and thereafter to execute
and file any amended registration statement or statements with respect thereto
or amendments or supplements to any of the foregoing, hereby giving and granting
to said attorneys, and each of them, full power and authority to do and perform
each and every act and thing whatsoever requisite and necessary to be done in
and about the premises, as fully, to all intents and purposes, as he might or
could do if personally present at the doing thereof, hereby ratifying and
confirming all that said attorneys may or shall lawfully do, or cause to be
done, by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 15th day of November, 2000.
/s/ Sanford I. Weill
--------------------
Sanford I. Weill
Director
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
WHEREAS, AT&T CORP., a New York corporation (hereinafter referred to as
the "Company"), proposes to file with the Securities and Exchange Commission,
under the provisions of the Securities Act of 1933, as amended, a registration
statement or registration statements with respect to up to $60,000,000 of
deferred compensation obligations under the AT&T Broadband Deferred Compensation
Plan; and
WHEREAS, the undersigned is an officer and director of the Company, as
indicated below his signature:
NOW, THEREFORE, the undersigned hereby constitutes and appoints
C. H. NOSKI, M. J. WASSER and E. M. DWYER, and each of them, as attorneys for
him and in his name, place and stead, and in his capacity as a director of the
Company, to execute and file any such registration statements with respect to
the above-described deferred compensation obligations, and thereafter to execute
and file any amended registration statement or statements with respect thereto
or amendments or supplements to any of the foregoing, hereby giving and granting
to said attorneys, and each of them, full power and authority to do and perform
each and every act and thing whatsoever requisite and necessary to be done in
and about the premises, as fully, to all intents and purposes, as he might or
could do if personally present at the doing thereof, hereby ratifying and
confirming all that said attorneys may or shall lawfully do, or cause to be
done, by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 15th day of November, 2000.
/s/ John D. Zeglis
------------------
John D. Zeglis
Chairman and Chief
Executive Officer - AT&T
Wireless Group and Director