December 28, 1999
Securities and Exchange Commission
450 Fifth Street, N.W.
Judiciary Plaza
Washington, D.C. 20549
Re: Registration Statement on Form S-8
Your File Number: 333-93673
Ladies and Gentlemen:
A portion of Exhibit 24, the Power of Attorney,
was inadvertently omitted in our prior filing.
Attached is a correct copy of Exhibit 24.
If you have any questions please feel free to
call me at (317) 261-8405.
Sincerely,
/s/ Carolyn B. Caldwell
Carolyn B. Caldwell
CBC:gkb
Attachment
VIA EDGAR
cc: New York Stock Exchange (w/encl.) VIA DHL EXPRESS
Chicago Stock Exchange (w/encl.) VIA DHL EXPRESS
EXHIBIT 24
IPALCO ENTERPRISES, INC.
POWER OF ATTORNEY
Each of the undersigned directors of IPALCO
ENTERPRISES, INC., an Indiana corporation, (the
"Corporation"), which intends to file with the Securities
and Exchange Commission, Washington D.C., under the
provisions of the Securities Act of 1933, as amended, a
Registration Statement and related prospectus for the
registration of not to exceed 900,000 additional shares
of Common Stock of the Corporation, without par value,
for issuance under the IPALCO Enterprises, Inc. Long-Term
Performance and Restricted Stock Incentive Plan (As
Amended and Restated Effective January 1, 1998), does
hereby appoint John R. Brehm and Bryan G. Tabler, and
each of them, his true and lawful attorneys, with power
to act each without the other and with full power of
substitution and resubstitution, for him and in his name,
place and stead, to sign in the capacity of a director of
the Corporation and file said Registration Statement and
related prospectus and any and all amendments thereto,
and all instruments necessary or incidental thereto,
hereby granting unto said attorneys and each of them full
power and authority to do and perform in the name and on
behalf of each of the undersigned, and in any and all
capacities, every act and thing whatsoever requisite or
necessary to be done in and about the premises, as fully
and to all intents and purposes as each of the
undersigned might or could do in person, hereby ratifying
and approving the acts of said attorneys and each of
them.
IN WITNESS WHEREOF, the foregoing directors of the
Corporation have affixed their respective signatures
hereto in the presence of a Notary Public for the State
of Indiana, this 25th day of November, 1997.
/s/ John R. Hodowal /s/ Max L. Gibson
/s/ Ramon L. Humke /s/ Andre B. Lacy
/s/ Joseph D. Barnette, Jr. /s/ Michael S. Maurer
/s/ Robert A. Borns /s/ Andrew J. Paine, Jr.
/s/ Mitchell E. Daniels, Jr. /s/ Sallie W. Rowland
/s/ Otto N. Frenzel III /s/ Thomas H. Sams
My Commission Expires: 6-13-99 /s/ Gloria K. Bryant
My County of Residence is Marion Gloria K. Bryant, Notary Public