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EXHIBIT 24
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
WHEREAS, McDATA Corporation, a Delaware 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 on Form S-8 (the "Registration Statement") for the
registration of shares of Class B Common Stock of the Company in connection with
the 1997 Stock Option Plan (the "Plan"), on terms generally described in the
Plan; and
WHEREAS, each of the undersigned is an Officer or Director, or both, of the
Company as indicated below each signature;
NOW, THEREFORE, each of the undersigned constitutes and appoints John F.
McDonnell, Dee J. Perry and Thomas O. McGimpsey, and each of them, as attorneys
for him or her and in his name, place, and stead, and in his capacity as an
Officer or Director, as the case may be, of the Company, to execute and file
such Registration Statement, and thereafter to execute and file any amended
registration statement or statements or supplements thereto, hereby giving and
granting to said attorneys full power and authority to do and perform all 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, each of the undersigned has executed this Power of
Attorney this 8th day of August, 2000.
<TABLE>
<CAPTION>
<S> <C>
/s/ JOHN F. McDONNELL Chairman, President and
------------------------------------------------------------- Chief Executive Officer
John F. McDonnell
/s/ DEE J. PERRY Chief Financial Officer and
------------------------------------------------------------- Vice President of Finance
Dee J. Perry and Administration
-------------------------------------------------------------
</TABLE>
/s/ DAVID A. DONATELLI /s/ JOHN W. GERDELMAN
---------------------- ---------------------
David A. Donatelli John W. Gerdelman
/s/ CHARLES C. JOHNSTON /s/ D. VAN SKILLING
----------------------- -------------------
Charles C. Johnston D. Van Skilling
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/s/ THOMAS M. UHLMAN /s/ LAURENCE G. WALKER
-------------------- ----------------------
Thomas M. Uhlman Laurence G. Walker
