Exhibit 24
FORD MOTOR COMPANY
Certificate of Assistant Secretary
----------------------------------
The undersigned, Peter J. Sherry, Jr., an Assistant Secretary of FORD MOTOR
COMPANY, a Delaware corporation (the "Company"), DOES HEREBY CERTIFY that the
following resolutions were adopted at a meeting of the Board of Directors of the
Company duly called and held on March 13, 1997 and that the same are in full
force and effect:
RESOLVED, That preparation of an Annual Report of the Company on
Form 10-K for the year ended December 31, 1996 (the "10-K Report"),
including exhibits and other documents, to be filed with the
Securities and Exchange Commission (the "Commission") under the
Securities Exchange Act of 1934, as amended, be and hereby is in all
respects authorized and approved; that the draft 10-K Report presented
to this meeting be and hereby is approved in all respects; that the
directors and appropriate officers of the Company, and each of them,
be and hereby are authorized to sign and execute in their own behalf,
or in the name and on behalf of the Company, or both, as the case may
be, the 10-K Report, and any and all amendments thereto, with such
changes therein as such directors and officers may deem necessary,
appropriate or desirable, as conclusively evidenced by their execution
thereof; and that the appropriate officers of the Company, and each of
them, be and hereby are authorized to cause the 10-K Report and any
such amendments, so executed, to be filed with the Commission.
RESOLVED, That each officer and director who may be required to
sign and execute the 10-K Report or any amendment thereto or document
in connection therewith (whether in the name and on behalf of the
Company, or as an officer or director of the Company, or otherwise),
be and hereby is authorized to execute a power of attorney appointing
J. M. Devine, W. J. Cosgrove, J. W. Martin, Jr., J. M. Rintamaki, L.
J. Ghilardi and Nadia A. Patino, and each of them, severally, his or
her true and lawful attorney or attorneys to sign in his or her name,
place and stead in any such capacity the 10-K Report and any and all
amendments thereto and documents in connection therewith, and to file
the same with the Commission, each of said attorneys to have power to
act with or without the other, and to have full power and authority to
do and perform in the name and on behalf of each of said officers and
directors who shall have executed such power of attorney, every act
whatsoever which such attorneys, or any of them, may deem necessary,
appropriate or desirable to be done in connection therewith as fully
and to all intents and purposes as such officers or directors might or
could do in person.
WITNESS my hand as of this 18th day of March, 1997.
/s/Peter J. Sherry, Jr.
--------------------------
Peter J. Sherry, Jr.
Assistant Secretary
(SEAL)
POWER OF ATTORNEY WITH RESPECT TO
ANNUAL REPORT OF FORD MOTOR COMPANY ON
FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 1996
----------------------------------------------
Each of the undersigned, a director, officer or employee of FORD MOTOR
COMPANY, appoints each of J. M. Devine, W. J. Cosgrove, J. W. Martin, Jr., J. M.
Rintamaki, L. J. Ghilardi and Nadia A. Patino his or her true and lawful
attorney and agent to do any and all acts and things and execute any and all
instruments which the attorney and agent may deem necessary or advisable in
order to enable FORD MOTOR COMPANY to comply with the Securities Exchange Act of
1934, and any requirements of the Securities and Exchange Commission, in
connection with the Annual Report of FORD MOTOR COMPANY on Form 10-K for the
year ended December 31, 1996 and any and all amendments thereto, as authorized
at a meeting of the Board of Directors of FORD MOTOR COMPANY held on March 13,
1997, including, but not limited to, power and authority to sign his or her name
(whether on behalf of FORD MOTOR COMPANY, or as a director, officer or employee
of FORD MOTOR COMPANY, or by attesting the seal of FORD MOTOR COMPANY, or
otherwise) to such instruments and to such Annual Report and any amendments
thereto, and to file them with the Securities and Exchange Commission. The
undersigned ratifies and confirms all that any of the attorneys and agents shall
do or cause to be done by virtue hereof. Any one of the attorneys and agents
shall have, and may exercise, all the powers conferred by this instrument.
Each of the undersigned has signed his or her name as of the 13th day of
March, 1997.
/s/Alex Trotman /s/Michael D. Dingman
--------------- ------------------------------
(Alex Trotman) (Michael D. Dingman)
/s/Edsel B. Ford II /s/William Clay Ford
------------------- ------------------------------
(Edsel B. Ford II) (William Clay Ford)
/s/William Clay Ford, Jr. /s/Roberto C. Goizueta
---------------------------- ------------------------------
(William Clay Ford, Jr.) (Roberto C. Goizueta)
/s/Irvine O. Hockaday, Jr. /s/ Marie-Josee Kravis
---------------------------- ------------------------------
(Irvine O. Hockaday, Jr.) (Marie-Josee Kravis)
/s/Ellen R. Marram
--------------------------- ------------------------------
(Drew Lewis) (Ellen R. Marram)
/s/Homer A. Neal /s/Carl E. Reichardt
---------------------------- ------------------------------
(Homer A. Neal) (Carl E. Reichardt)
/s/John L. Thornton /s/Clifton R. Wharton, Jr.
---------------------------- ------------------------------
(John L. Thornton) (Clifton R. Wharton, Jr.)
/s/John M. Devine /s/William J. Cosgrove
---------------------------- ------------------------------
(John M. Devine) (William J. Cosgrove)
FORD MOTOR COMPANY
Certificate of Assistant Secretary
----------------------------------
The undersigned, Peter J. Sherry, Jr., an Assistant Secretary of FORD MOTOR
COMPANY, a Delaware corporation (the "Company"), DOES HEREBY CERTIFY that the
following resolutions were adopted at a meeting of the Board of Directors of the
Company duly called and held on March 13, 1997 and that the same are in full
force and effect:
RESOLVED, That preparation of an Annual Report of the Company on
Form 10-K for the year ended December 31, 1996 (the "10-K Report"),
including exhibits and other documents, to be filed with the
Securities and Exchange Commission (the "Commission") under the
Securities Exchange Act of 1934, as amended, be and hereby is in all
respects authorized and approved; that the draft 10-K Report presented
to this meeting be and hereby is approved in all respects; that the
directors and appropriate officers of the Company, and each of them,
be and hereby are authorized to sign and execute in their own behalf,
or in the name and on behalf of the Company, or both, as the case may
be, the 10-K Report, and any and all amendments thereto, with such
changes therein as such directors and officers may deem necessary,
appropriate or desirable, as conclusively evidenced by their execution
thereof; and that the appropriate officers of the Company, and each of
them, be and hereby are authorized to cause the 10-K Report and any
such amendments, so executed, to be filed with the Commission.
RESOLVED, That each officer and director who may be required to
sign and execute the 10-K Report or any amendment thereto or document
in connection therewith (whether in the name and on behalf of the
Company, or as an officer or director of the Company, or otherwise),
be and hereby is authorized to execute a power of attorney appointing
J. M. Devine, W. J. Cosgrove, J. W. Martin, Jr., J. M. Rintamaki, L.
J. Ghilardi and Nadia A. Patino, and each of them, severally, his or
her true and lawful attorney or attorneys to sign in his or her name,
place and stead in any such capacity the 10-K Report and any and all
amendments thereto and documents in connection therewith, and to file
the same with the Commission, each of said attorneys to have power to
act with or without the other, and to have full power and authority to
do and perform in the name and on behalf of each of said officers and
directors who shall have executed such power of attorney, every act
whatsoever which such attorneys, or any of them, may deem necessary,
appropriate or desirable to be done in connection therewith as fully
and to all intents and purposes as such officers or directors might or
could do in person.
WITNESS my hand as of this 18th day of March, 1997.
/s/Peter J. Sherry, Jr.
--------------------------
Peter J. Sherry, Jr.
Assistant Secretary
(SEAL)
POWER OF ATTORNEY WITH RESPECT TO
ANNUAL REPORT OF FORD MOTOR COMPANY ON
FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 1996
----------------------------------------------
Each of the undersigned, a director, officer or employee of FORD MOTOR
COMPANY, appoints each of J. M. Devine, W. J. Cosgrove, J. W. Martin, Jr., J. M.
Rintamaki, L. J. Ghilardi and Nadia A. Patino his or her true and lawful
attorney and agent to do any and all acts and things and execute any and all
instruments which the attorney and agent may deem necessary or advisable in
order to enable FORD MOTOR COMPANY to comply with the Securities Exchange Act of
1934, and any requirements of the Securities and Exchange Commission, in
connection with the Annual Report of FORD MOTOR COMPANY on Form 10-K for the
year ended December 31, 1996 and any and all amendments thereto, as authorized
at a meeting of the Board of Directors of FORD MOTOR COMPANY held on March 13,
1997, including, but not limited to, power and authority to sign his or her name
(whether on behalf of FORD MOTOR COMPANY, or as a director, officer or employee
of FORD MOTOR COMPANY, or by attesting the seal of FORD MOTOR COMPANY, or
otherwise) to such instruments and to such Annual Report and any amendments
thereto, and to file them with the Securities and Exchange Commission. The
undersigned ratifies and confirms all that any of the attorneys and agents shall
do or cause to be done by virtue hereof. Any one of the attorneys and agents
shall have, and may exercise, all the powers conferred by this instrument.
Each of the undersigned has signed his or her name as of the 13th day of
March, 1997.
/s/Alex Trotman /s/Michael D. Dingman
--------------- ------------------------------
(Alex Trotman) (Michael D. Dingman)
/s/Edsel B. Ford II /s/William Clay Ford
------------------- ------------------------------
(Edsel B. Ford II) (William Clay Ford)
/s/William Clay Ford, Jr. /s/Roberto C. Goizueta
---------------------------- ------------------------------
(William Clay Ford, Jr.) (Roberto C. Goizueta)
/s/Irvine O. Hockaday, Jr. /s/ Marie-Josee Kravis
---------------------------- ------------------------------
(Irvine O. Hockaday, Jr.) (Marie-Josee Kravis)
/s/Ellen R. Marram
--------------------------- ------------------------------
(Drew Lewis) (Ellen R. Marram)
/s/Homer A. Neal /s/Carl E. Reichardt
---------------------------- ------------------------------
(Homer A. Neal) (Carl E. Reichardt)
/s/John L. Thornton /s/Clifton R. Wharton, Jr.
---------------------------- ------------------------------
(John L. Thornton) (Clifton R. Wharton, Jr.)
/s/John M. Devine /s/William J. Cosgrove
---------------------------- ------------------------------
(John M. Devine) (William J. Cosgrove)