American Axle & Manufacturing Holdings Inc – ‘S-8’ on 7/21/00 – EX-24

On:  Friday, 7/21/00, at 3:48pm ET   ·   Effective:  7/21/00   ·   Accession #:  950124-0-4328   ·   File #:  333-41976

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Registration of Securities to be Offered to Employees Pursuant to an Employee Benefit Plan   —   Form S-8
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: S-8         Registration Statement on Form S-8                     8     40K 
 2: EX-5        Opinion of Patrick S. Lancaster                        2±     9K 
 3: EX-23.01    Consent of Deloitte & Touche LLP                       1      6K 
 4: EX-23.02    Consent of Ernst & Young LLP                           1      6K 
 5: EX-24       Power of Attorney                                      2±    11K 

EX-24   —   Power of Attorney

EX-24
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                                                                      EXHIBIT 24

AMERICAN AXLE & MANUFACTURING HOLDINGS, INC.

REGISTRATION STATEMENT ON FORM S-8

 POWER OF ATTORNEY

      The undersigned directors of American Axle & Manufacturing Holdings,
Inc., a Delaware corporation, hereby appoint Patrick S. Lancaster and Robin J.  
Adams their true and lawful attorney, and each of them their true and lawful    
attorney, with power to act without the other and with full power of            
substitution and resubstitution, to execute for the undersigned directors and in
their names to file with the Securities and Exchange Commission, Washington,    
D.C., under provisions of the Securities Act of 1933, as amended, one or more   
post-effective amendments to the Registration Statement on Form S-8, whether    
said amendments add to, delete from or otherwise alter such Registration        
Statement, or add or withdraw any exhibits or schedules to be filed therewith   
and any and all instruments in connection therewith. The undersigned hereby     
grant to said attorneys and each of them full power and authority to do and     
perform in the name of and on behalf of the undersigned, and in any and all     
capabilities, any act and thing whatsoever required or necessary to be done in  
and about the premises, as fully and to all intents and purposes as the         
undersigned might do, hereby ratifying and approving the acts of said attorneys 
and each of them.                                                               

   IN WITNESS WHEREOF, the undersigned have hereunto set their hands and seals
this 20th day of July, 2000.                                                    

                                                        [Enlarge/Download Table]
                                                                                     
    /s/ Richard E. Dauch         Chairman of the Board of Directors,    July 20, 2000
-------------------------------  Chief Executive Officer & President                 
        Richard E. Dauch                                                             

    /s/ Robin J. Adams           Executive Vice President-Finance &     July 20, 2000
-------------------------------  Chief Financial Officer                             
        Robin J. Adams                                                               

    /s/ B.G. Mathis              Director, Executive Vice President-    July 20, 2000
-------------------------------  Administration & Chief Administrative               
        B.G. Mathis              Officer                                             

    /s/ Forest J. Farmer Sr.     Director             `                 July 20, 2000
-------------------------------                                                      
        Forest J. Farmer                                                             

    /s/ Robert L. Friedman       Director                               July 20, 2000
-------------------------------                                                      
        Robert L. Friedman                                                           

    /s/ Richard C. Lappin        Director                               July 20, 2000
-------------------------------                                                      
        Richard C. Lappin                                                            

    /s/ Bret D. Pearlman         Director                               July 20, 2000
-------------------------------                                                      
        Bret D. Pearlman                                                             

    /s/ John P. Reilly           Director                               July 20, 2000
-------------------------------                                                      
        John P. Reilly                                                               

    /s/ Thomas K. Walker         Director                               July 20, 2000
-------------------------------                                                      
        Thomas K. Walker                                                             

                                 Director                               July 20, 2000
-------------------------------                                                      
        David A. Stockman                                                            

Dates Referenced Herein

This ‘S-8’ Filing		Date		Other Filings
Filed on / Effective on:		7/21/00		None on these Dates
		7/20/00
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