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Exhibit 24
POWER OF ATTORNEY
Each of the undersigned directors and/or officers of CheckFree Holdings
Corporation, a Delaware corporation (the "Corporation") hereby appoints Peter
J. Kight, Mark A. Johnson, and Curtis A. Loveland as the undersigned's true and
lawful attorneys-in-fact, or any of them individually as the undersigned's
attorney, to sign, in the undersigned's name and behalf and in any and all
capacities stated below, to sign and to cause to be filed with the Securities
and Exchange Commission (the "Commission"), the Corporation's Registration
Statement on Form S-4 (the "Registration Statement") to register under the
Securities Act of 1993, as amended, a maximum of 17,000,000 shares of common
stock, $0.01, of the Corporation, in connection with the Amended and Restated
Agreement and Plan of Merger among the Corporation, its wholly owned
subsidiaries Chopper Merger Corporation, Tank Acquisition Corporation and
TransPoint Acquisition Corporation, and Microsoft Corporation, First Data
Corporation and Citibank, N.A. and certain of their affiliates, and any and all
amendments, including post-effective amendments, to the Registration Statement,
hereby granting unto such attorneys-in-fact, full power and authority to do and
perform in the name and on behalf of the undersigned, in any and all such
capacities, every act and thing whatsoever necessary to be done in and about
the premises as fully as the undersigned could or might do in person, hereby
granting to such attorney-in-fact full power of substitution and revocation,
and hereby ratifying all that any such attorney-in-fact or his substitute may
do by virtue hereof.
IN WITNESS WHEREOF, we have here unto set our hands this 16th day of
June, 2000.
Signature Title
/s/ Peter J. Kight Chairman of the Board of Directors
------------------------------ and Chief Executive Officer
Peter J. Kight
/s/ Mark A. Johnson Vice Chairman and Director
------------------------------
Mark A. Johnson
/s/ Allen L. Shulman Executive Vice President, Chief
------------------------------ Financial Officer and General Counsel
Allen L. Shulman
/s/ Gary A. Luoma, Jr. Vice President, Chief Accounting
------------------------------ Officer and Assistant Secretary
Gary A. Luoma, Jr.
/s/ William P. Boardman Director
------------------------------
William P. Boardman
/s/ George R. Manser Director
------------------------------
George R. Manser
/s/ Eugene F. Quinn Director
------------------------------
Eugene F. Quinn
/s/ Jeffrey M. Wilkins Director
------------------------------
Jeffrey M. Wilkins
