POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
below constitutes and appoints J. W. Kiser and Charles M. Berger, and each of
them (with full power to each of them to act alone), his attorneys-in-fact, for
him in any and all capacities, to sign any amendments to this report and to file
the same, with exhibits thereto, and other documents in connection therewith,
with the Securities and Exchange Commission, hereby ratifying and confirming all
that each of said attorneys-in-fact may do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed by the following persons on behalf of the registrant and
in the capacities and on the dates indicated.
SIGNATURE TITLE DATE
Chairman of the Board, and March 23, 1994
Chief Executive Officer
(HUGH L. MCCOLL, JR.)
Vice Chairman and March 23, 1994
Chief Financial Officer
(JAMES H. HANCE, JR.) (Principal Financial Officer)
Executive Vice President March 23, 1994
(Principal Accounting Officer)
(MARC D. OKEN)
Director March 23, 1994
(RONALD W. ALLEN)
Director March 23, 1994
(WILLIAM M. BARNHARDT)
Director March 23, 1994
(THOMAS M. BELK)
Director March 23, 1994
(THOMAS E. CAPPS)
Director March 23, 1994
(R. EUGENE CARTLEDGE)
Director March 23, 1994
(CHARLES W. COKER)
Director March 23, 1994
(THOMAS G. COUSINS)
Director March 23, 1994
(ALAN T. DICKSON)
Director March 23, 1994
(W. FRANK DOWD, JR.)
Director March 23, 1994
(A. L. ELLIS)
SIGNATURE TITLE DATE
Director March 23, 1994
(PAUL FULTON)
Director March 23, 1994
(L. L. GELLERSTEDT, JR.)
Director March 23, 1994
(TIMOTHY L. GUZZLE)
Director March 23, 1994
(E. BRONSON INGRAM)
Director March 23, 1994
(W. W. JOHNSON)
Director March 23, 1994
(ROBERT E. MCNAIR)
Director March 23, 1994
(BUCK MICKEL)
Director March 23, 1994
(JOHN J. MURPHY)
Director March 23, 1994
(JOHN C. SLANE)
Director March 23, 1994
(JOHN W. SNOW)
Director March 23, 1994
(MEREDITH R. SPANGLER)
Director March 23, 1994
(ROBERT H. SPILMAN)
Director March 23, 1994
(WILLIAM W. SPRAGUE, JR.)
Director March 23, 1994
(RONALD TOWNSEND)
Director March 23, 1994
(MICHAEL WEINTRAUB)
EX-24
15
EXHIBIT 24.2
CORPORATE RESOLUTION
NATIONSBANK CORPORATION
BOARD OF DIRECTORS
RESOLUTION
March 23, 1994
RESOLVED, that the Corporation's Annual Report on Form 10-K for
the year ended December 31, 1993 (the "10-K Report"), be, and it hereby is,
authorized and approved substantially in the form presented to and considered
at this meeting, with such changes in form or content or attachment of
exhibits as the signing officers shall approve, their approval to be
conclusively evidenced by their signature thereof;
RESOLVED FURTHER, that the proper officers of the Corporation be, and
they hereby are, authorized and empowered on behalf of the Corporation to
execute the 10-K Report and file it with the Securities and Exchange
Commission pursuant to the Securities Exchange Act of 1934, as amended, and
with such other governmental agencies or instrumentalities as such officers
deem necessary or desirable, and to make, execute and file any amendment or
amendments to the 10-K Report, as they may deem necessary or appropriate;
RESOLVED FURTHER, that J. W. Kiser and Charles M. Berger be, and each
of them with full power to act without the other hereby is, authorized and
empowered to sign the aforesaid 10-K Report and any amendment or amendments
thereto on behalf of and as attorneys for NationsBank Corporation and on behalf
of and as attorneys for any of the following, to wit: the Principal Executive
Officer, the Principal Financial Officer, the Principal Accounting Officer, and
any other officer of NationsBank Corporation.
RESOLVED FURTHER, that the officers of NationsBank Corporation be, and
they hereby are, authorized and directed to do all things necessary,
appropriate or convenient to carry into effect, the foregoing resolutions.
CERTIFICATE OF SECRETARY
I, ROWENA C. FOUSHEE, Assistant Secretary of NationsBank Corporation, a
corporation duly organized and existing under the laws of the State of North
Carolina, do hereby certify that the foregoing is a true and correct copy of a
resolution duly adopted by a majority of the entire Board of Directors of
said Corporation at a meeting of said Board of Directors held on March 23,
1994, at which meeting a quorum was present and acted throughout and that
said resolution is in full force and effect and has not been amended or
rescinded as of the date hereof.
IN WITNESS, WHEREOF, I have hereupon set my hand and affixed the seal of
said corporation this 30th day of March, 1994.
(signature of Rowena C. Foushee)
Assistant Secretary