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 12, 1998 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, 1997 (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
N. 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 17th day of March, 1998.
/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, 1997
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 N. 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,
1997 and any and all amendments thereto, as authorized at a meeting of the Board
of Directors of FORD MOTOR COMPANY held on March 12, 1998, 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 12th day of
March, 1998.
/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/Irvine O. Hockaday, Jr.
---------------------------- -----------------------------
(William Clay Ford, Jr.) (Irvine O. Hockaday, Jr.)
/s/Marie-Josee Kravis /s/Ellen R. Marram
---------------------------- ------------------------------
(Marie-Josee Kravis) (Ellen R. Marram)
/s/Homer A. Neal /s/Carl E. Reichardt
---------------------------- -------------------------------
(Homer A. Neal) (Carl E. Reichardt)
/s/John L. Thornton /s/John M. Devine
---------------------------- -------------------------------
(John L. Thornton) (John M. Devine)
/s/William J. Cosgrove
----------------------------
(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 12, 1998 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, 1997 (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
N. 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 17th day of March, 1998.
/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, 1997
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 N. 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,
1997 and any and all amendments thereto, as authorized at a meeting of the Board
of Directors of FORD MOTOR COMPANY held on March 12, 1998, 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 12th day of
March, 1998.
/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/Irvine O. Hockaday, Jr.
---------------------------- -----------------------------
(William Clay Ford, Jr.) (Irvine O. Hockaday, Jr.)
/s/Marie-Josee Kravis /s/Ellen R. Marram
---------------------------- ------------------------------
(Marie-Josee Kravis) (Ellen R. Marram)
/s/Homer A. Neal /s/Carl E. Reichardt
---------------------------- -------------------------------
(Homer A. Neal) (Carl E. Reichardt)
/s/John L. Thornton /s/John M. Devine
---------------------------- -------------------------------
(John L. Thornton) (John M. Devine)
/s/William J. Cosgrove
----------------------------
(William J. Cosgrove)