POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned Director of CORTLAND TRUST,
INC., (the "Trust") constitutes and appoints Carl Frischling and Jules Buchwald
my true and lawful attorneys-in-fact, with full power of substitution and
resubstitution, for me and in my name, place and stead, in any and all
capacities as a Director of the Trust, to sign for me and in my name in the
appropriate capacity, any and all Pre-Effective Amendments to any Registration
Statement of the Trust, any and all Post-Effective Amendments to said
Registration Statements, any Registration Statements on Form N-14, and any
supplements or other instruments in connection therewith, and generally to do
all such things in my name and behalf in connection therewith as said
attorneys-in-fact deem necessary or appropriate, and that have been approved by
the Board of Directors of the Trust or by the appropriate officers of the Trust,
acting in good faith and in a manner they reasonably believe to be in the best
interests of the Trust, upon the advice of counsel, such approval to be
conclusively evidenced by their execution thereof, to comply with the provisions
of the Securities Act of 1933, as amended, and the Investment Company Act of
1940, as amended, and all related requirements of the Securities and Exchange
Commission, hereby ratifying and confirming all that said attorneys-in-fact or
their substitutes may do or cause to be done by virtue hereof.
Witness my hand on this 15th day of June, 2000.
/s/ William Lerner
William Lerner
