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As Of Filer Filing For·On·As Docs:Size Issuer Agent 2/10/04 Fluor Corp S-3MEF 2/10/04 4:80K Bowne - Biv/FA |
Document/Exhibit Description Pages Size 1: S-3MEF Registration of Additional Securities HTML 35K 2: EX-5 Opinion re: Legality HTML 24K 3: EX-23.2 Consent of Experts or Counsel HTML 7K 4: EX-24 Power of Attorney HTML 37K
exv24 |
EXHIBIT 24
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned Chief Executive Officer, Chairman of the Board and Director of Fluor Corporation, a Delaware corporation (“Fluor”), does hereby constitute and appoint Lawrence N. Fisher and Eric P. Helm, and each of them, his true and lawful attorneys-in-fact and agents with full power of substitution and resubstitution for him and in his name, place and stead, in any and all capacities, to sign a Registration Statement on Form S-3 and any and all amendments thereto (including, without limitation, post-effective amendments) to be filed by Fluor with the Securities and Exchange Commission (the “SEC”) pursuant to Rule 462(b) under the Securities Act of 1933, as amended, for the purpose of registering up to an additional $30,000,000 of Fluor debt securities covered by said Registration Statement and to file such Registration Statement and any and all amendments and any and all exhibits thereto, and any and all other information and documents in connection therewith, with the SEC, granting unto said attorneys-in-fact and agents, each acting alone, full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully and to all intents and purposes as he might or could do in person, hereby ratifying and confirming as his own act and deed all that such attorneys-in-fact and agents, and each of them, shall do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto subscribed his signature as of the 9th day of February, 2004.
/s/ Alan L. Boeckmann |
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Alan L. Boeckmann |
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned Senior Vice President and Chief Financial Officer of Fluor Corporation, a Delaware corporation (“Fluor”), does hereby constitute and appoint Lawrence N. Fisher and Eric P. Helm, and each of them, his true and lawful attorneys-in-fact and agents with full power of substitution and resubstitution for him and in his name, place and stead, in any and all capacities, to sign a Registration Statement on Form S-3 and any and all amendments thereto (including, without limitation, post-effective amendments) to be filed by Fluor with the Securities and Exchange Commission (the “SEC”) pursuant to Rule 462(b) under the Securities Act of 1933, as amended, for the purpose of registering up to an additional $30,000,000 of Fluor debt securities covered by said Registration Statement and to file such Registration Statement and any and all amendments and any and all exhibits thereto, and any and all other information and documents in connection therewith, with the SEC, granting unto said attorneys-in-fact and agents, each acting alone, full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully and to all intents and purposes as he might or could do in person, hereby ratifying and confirming as his own act and deed all that such attorneys-in-fact and agents, and each of them, shall do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto subscribed his signature as of the 9th day of February, 2004.
/s/ D. Michael Steuert |
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D. Michael Steuert |
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned Vice President and Controller of Fluor Corporation, a Delaware corporation (“Fluor”), does hereby constitute and appoint Lawrence N. Fisher and Eric P. Helm, and each of them, his true and lawful attorneys-in-fact and agents with full power of substitution and resubstitution for him and in his name, place and stead, in any and all capacities, to sign a Registration Statement on Form S-3 and any and all amendments thereto (including, without limitation, post-effective amendments) to be filed by Fluor with the Securities and Exchange Commission (the “SEC”) pursuant to Rule 462(b) under the Securities Act of 1933, as amended, for the purpose of registering up to an additional $30,000,000 of Fluor debt securities covered by said Registration Statement and to file such Registration Statement and any and all amendments and any and all exhibits thereto, and any and all other information and documents in connection therewith, with the SEC, granting unto said attorneys-in-fact and agents, each acting alone, full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully and to all intents and purposes as he might or could do in person, hereby ratifying and confirming as his own act and deed all that such attorneys-in-fact and agents, and each of them, shall do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto subscribed his signature as of the 9th day of February, 2004.
/s/ Victor L. Prechtl |
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Victor L. Prechtl |
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned Director of Fluor Corporation, a Delaware corporation (“Fluor”), does hereby constitute and appoint Lawrence N. Fisher and Eric P. Helm, and each of them, his true and lawful attorneys-in-fact and agents with full power of substitution and resubstitution for him and in his name, place and stead, in any and all capacities, to sign a Registration Statement on Form S-3 and any and all amendments thereto (including, without limitation, post-effective amendments) to be filed by Fluor with the Securities and Exchange Commission (the “SEC”) pursuant to Rule 462(b) under the Securities Act of 1933, as amended, for the purpose of registering up to an additional $30,000,000 of Fluor debt securities covered by said Registration Statement and to file such Registration Statement and any and all amendments and any and all exhibits thereto, and any and all other information and documents in connection therewith, with the SEC, granting unto said attorneys-in-fact and agents, each acting alone, full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully and to all intents and purposes as he might or could do in person, hereby ratifying and confirming as his own act and deed all that such attorneys-in-fact and agents, and each of them, shall do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto subscribed his signature as of the 9th day of February, 2004.
/s/ Peter J. Fluor |
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Peter J. Fluor |
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned Director of Fluor Corporation, a Delaware corporation (“Fluor”), does hereby constitute and appoint Lawrence N. Fisher and Eric P. Helm, and each of them, his true and lawful attorneys-in-fact and agents with full power of substitution and resubstitution for him and in his name, place and stead, in any and all capacities, to sign a Registration Statement on Form S-3 and any and all amendments thereto (including, without limitation, post-effective amendments) to be filed by Fluor with the Securities and Exchange Commission (the “SEC”) pursuant to Rule 462(b) under the Securities Act of 1933, as amended, for the purpose of registering up to an additional $30,000,000 of Fluor debt securities covered by said Registration Statement and to file such Registration Statement and any and all amendments and any and all exhibits thereto, and any and all other information and documents in connection therewith, with the SEC, granting unto said attorneys-in-fact and agents, each acting alone, full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully and to all intents and purposes as he might or could do in person, hereby ratifying and confirming as his own act and deed all that such attorneys-in-fact and agents, and each of them, shall do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto subscribed his signature as of the 2nd day of February, 2004.
/s/ David P. Gardner |
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Dr. David P. Gardner |
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned Director of Fluor Corporation, a Delaware corporation (“Fluor”), does hereby constitute and appoint Lawrence N. Fisher and Eric P. Helm, and each of them, his true and lawful attorneys-in-fact and agents with full power of substitution and resubstitution for him and in his name, place and stead, in any and all capacities, to sign a Registration Statement on Form S-3 and any and all amendments thereto (including, without limitation, post-effective amendments) to be filed by Fluor with the Securities and Exchange Commission (the “SEC”) pursuant to Rule 462(b) under the Securities Act of 1933, as amended, for the purpose of registering up to an additional $30,000,000 of Fluor debt securities covered by said Registration Statement and to file such Registration Statement and any and all amendments and any and all exhibits thereto, and any and all other information and documents in connection therewith, with the SEC, granting unto said attorneys-in-fact and agents, each acting alone, full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully and to all intents and purposes as he might or could do in person, hereby ratifying and confirming as his own act and deed all that such attorneys-in-fact and agents, and each of them, shall do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto subscribed his signature as of the 9th day of February, 2004.
/s/ James T. Hackett |
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James T. Hackett |
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned Director of Fluor Corporation, a Delaware corporation (“Fluor”), does hereby constitute and appoint Lawrence N. Fisher and Eric P. Helm, and each of them, his true and lawful attorneys-in-fact and agents with full power of substitution and resubstitution for him and in his name, place and stead, in any and all capacities, to sign a Registration Statement on Form S-3 and any and all amendments thereto (including, without limitation, post-effective amendments) to be filed by Fluor with the Securities and Exchange Commission (the “SEC”) pursuant to Rule 462(b) under the Securities Act of 1933, as amended, for the purpose of registering up to an additional $30,000,000 of Fluor debt securities covered by said Registration Statement and to file such Registration Statement and any and all amendments and any and all exhibits thereto, and any and all other information and documents in connection therewith, with the SEC, granting unto said attorneys-in-fact and agents, each acting alone, full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully and to all intents and purposes as he might or could do in person, hereby ratifying and confirming as his own act and deed all that such attorneys-in-fact and agents, and each of them, shall do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto subscribed his signature as of the 9th day of February, 2004.
/s/ Kent Kresa |
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Kent Kresa |
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned Director of Fluor Corporation, a Delaware corporation (“Fluor”), does hereby constitute and appoint Lawrence N. Fisher and Eric P. Helm, and each of them, his true and lawful attorneys-in-fact and agents with full power of substitution and resubstitution for him and in his name, place and stead, in any and all capacities, to sign a Registration Statement on Form S-3 and any and all amendments thereto (including, without limitation, post-effective amendments) to be filed by Fluor with the Securities and Exchange Commission (the “SEC”) pursuant to Rule 462(b) under the Securities Act of 1933, as amended, for the purpose of registering up to an additional $30,000,000 of Fluor debt securities covered by said Registration Statement and to file such Registration Statement and any and all amendments and any and all exhibits thereto, and any and all other information and documents in connection therewith, with the SEC, granting unto said attorneys-in-fact and agents, each acting alone, full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully and to all intents and purposes as he might or could do in person, hereby ratifying and confirming as his own act and deed all that such attorneys-in-fact and agents, and each of them, shall do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto subscribed his signature as of the 9th day of February, 2004.
/s/ Vilma S. Martinez |
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Vilma S. Martinez |
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned Director of Fluor Corporation, a Delaware corporation (“Fluor”), does hereby constitute and appoint Lawrence N. Fisher and Eric P. Helm, and each of them, his true and lawful attorneys-in-fact and agents with full power of substitution and resubstitution for him and in his name, place and stead, in any and all capacities, to sign a Registration Statement on Form S-3 and any and all amendments thereto (including, without limitation, post-effective amendments) to be filed by Fluor with the Securities and Exchange Commission (the “SEC”) pursuant to Rule 462(b) under the Securities Act of 1933, as amended, for the purpose of registering up to an additional $30,000,000 of Fluor debt securities covered by said Registration Statement and to file such Registration Statement and any and all amendments and any and all exhibits thereto, and any and all other information and documents in connection therewith, with the SEC, granting unto said attorneys-in-fact and agents, each acting alone, full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully and to all intents and purposes as he might or could do in person, hereby ratifying and confirming as his own act and deed all that such attorneys-in-fact and agents, and each of them, shall do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto subscribed his signature as of the 9th day of February, 2004.
/s/ Dean R. O’Hare |
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Dean R. O’Hare |
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned Director of Fluor Corporation, a Delaware corporation (“Fluor”), does hereby constitute and appoint Lawrence N. Fisher and Eric P. Helm, and each of them, his true and lawful attorneys-in-fact and agents with full power of substitution and resubstitution for him and in his name, place and stead, in any and all capacities, to sign a Registration Statement on Form S-3 and any and all amendments thereto (including, without limitation, post-effective amendments) to be filed by Fluor with the Securities and Exchange Commission (the “SEC”) pursuant to Rule 462(b) under the Securities Act of 1933, as amended, for the purpose of registering up to an additional $30,000,000 of Fluor debt securities covered by said Registration Statement and to file such Registration Statement and any and all amendments and any and all exhibits thereto, and any and all other information and documents in connection therewith, with the SEC, granting unto said attorneys-in-fact and agents, each acting alone, full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully and to all intents and purposes as he might or could do in person, hereby ratifying and confirming as his own act and deed all that such attorneys-in-fact and agents, and each of them, shall do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto subscribed his signature as of the 9th day of February, 2004.
/s/ Joseph W. Prueher |
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Joseph W. Prueher |
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned Director of Fluor Corporation, a Delaware corporation (“Fluor”), does hereby constitute and appoint Lawrence N. Fisher and Eric P. Helm, and each of them, his true and lawful attorneys-in-fact and agents with full power of substitution and resubstitution for him and in his name, place and stead, in any and all capacities, to sign a Registration Statement on Form S-3 and any and all amendments thereto (including, without limitation, post-effective amendments) to be filed by Fluor with the Securities and Exchange Commission (the “SEC”) pursuant to Rule 462(b) under the Securities Act of 1933, as amended, for the purpose of registering up to an additional $30,000,000 of Fluor debt securities covered by said Registration Statement and to file such Registration Statement and any and all amendments and any and all exhibits thereto, and any and all other information and documents in connection therewith, with the SEC, granting unto said attorneys-in-fact and agents, each acting alone, full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully and to all intents and purposes as he might or could do in person, hereby ratifying and confirming as his own act and deed all that such attorneys-in-fact and agents, and each of them, shall do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto subscribed his signature as of the 9th day of February, 2004.
/s/ Robin W. Renwick |
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Lord Robin W. Renwick, K.C.M.G. |
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned Director of Fluor Corporation, a Delaware corporation (“Fluor”), does hereby constitute and appoint Lawrence N. Fisher and Eric P. Helm, and each of them, his true and lawful attorneys-in-fact and agents with full power of substitution and resubstitution for him and in his name, place and stead, in any and all capacities, to sign a Registration Statement on Form S-3 and any and all amendments thereto (including, without limitation, post-effective amendments) to be filed by Fluor with the Securities and Exchange Commission (the “SEC”) pursuant to Rule 462(b) under the Securities Act of 1933, as amended, for the purpose of registering up to an additional $30,000,000 of Fluor debt securities covered by said Registration Statement and to file such Registration Statement and any and all amendments and any and all exhibits thereto, and any and all other information and documents in connection therewith, with the SEC, granting unto said attorneys-in-fact and agents, each acting alone, full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully and to all intents and purposes as he might or could do in person, hereby ratifying and confirming as his own act and deed all that such attorneys-in-fact and agents, and each of them, shall do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto subscribed his signature as of the 9th day of February, 2004.
/s/ Martha R. Seger, Ph.D. |
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Dr. Martha R. Seger |
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned Director of Fluor Corporation, a Delaware corporation (“Fluor”), does hereby constitute and appoint Lawrence N. Fisher and Eric P. Helm, and each of them, his true and lawful attorneys-in-fact and agents with full power of substitution and resubstitution for him and in his name, place and stead, in any and all capacities, to sign a Registration Statement on Form S-3 and any and all amendments thereto (including, without limitation, post-effective amendments) to be filed by Fluor with the Securities and Exchange Commission (the “SEC”) pursuant to Rule 462(b) under the Securities Act of 1933, as amended, for the purpose of registering up to an additional $30,000,000 of Fluor debt securities covered by said Registration Statement and to file such Registration Statement and any and all amendments and any and all exhibits thereto, and any and all other information and documents in connection therewith, with the SEC, granting unto said attorneys-in-fact and agents, each acting alone, full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully and to all intents and purposes as he might or could do in person, hereby ratifying and confirming as his own act and deed all that such attorneys-in-fact and agents, and each of them, shall do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto subscribed his signature as of the 9th day of February, 2004.
/s/ Suzanne H. Woolsey |
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Dr. Suzanne H. Woolsey |