POWER OF ATTORNEY
<br />HERMAN M. LANGWORTHY, JR., Individual Trustee
<br />TO
<br />The Hanover Bank, Corporate Trustee under
<br />Chicago, Burlington & Quincy Railroad Company's
<br />General Mortgage, dated March 2, 1908,
<br />KNOW ALL MEN BY THESE PRESENTS: That, whereas, Herman M. Langworthy, successor Individual
<br />Trustee, under the General Mortgage of Chicago, Burlington & Quincy Railroad Company, dated March 2,
<br />1908, to Central Trust Company of New York (now The Hanover Bank) and Oliver M. Spencer, as Trustees,
<br />died on August 22, 1956, and I, Herman M. Langworthy, Jr., have been duly appointed and substituted as
<br />Trustee in succession to the said Herman M. Langworthy, and have duly accepted such appointment; I, the
<br />said Herman M. Langworthy, Jr., have made, constituted and appointed, and by these presents do make,
<br />constitute and appoint, The Hanover Bank my true and lawful attorney for me as such Trustee and in my
<br />name, place and stead to make, execute and deliver any release requested, desired or authorized by the
<br />provisions of said mortgage, the execution of which The Hanover Bank as Trustee recommends, or in which
<br />it is joined; to approve any agreement or indenture executed by any successor corporation to the Railroad
<br />Company, or corporation into which the Railroad Company may be merged, assuming punctual payment of
<br />principal and interest on the bonds issued under the said mortgage, and the performance of all covenants
<br />and conditions contained therein, whenever the Trustees are authorized so to do, by the provisions of said
<br />mortgage, to enter upon the mortgaged property and premises, to institute and conduct any and all proceed-
<br />ings necessary or desirable, to sell the mortgaged property and premises, to purchase the mortgaged prop-
<br />erty and premises at any sale thereof, to institute and conduct any and all proceedings for the enforcement
<br />of the provisions of said mortgage, which, in its judgment, shall be either necessary, desirable or requisite;
<br />to declare the principal of the bonds issued and outstanding under said mortgage, forthwith due and payable,
<br />and to give any and all notices, and take any and all action in respect to such declaration as it may deem
<br />advisable; to discontinue any action, actions or proceedings which may have been commenced, to enforce
<br />the mortgaged security, to restore the mortgaged property and premises to the mortgagor, if it considers such
<br />restoration proper, to accept surrender of the mortgaged property and premises from the mortgagor, though
<br />it may not be in default under provisions of the said mortgage; to pay over to the mortgagor or its nominees
<br />all dividends received or interest collected upon any securities pledged under said mortgage, to make,
<br />execute and deliver all dividend orders and proxies in respect to the pledged securities, to do whatever may
<br />be, in its opinion, desirable to accomplish the proper enforcement of the pledged securities, to consent to
<br />the transfer and delivery of any registered bonds, and the assignment and delivery of any shares of stock
<br />pledged under said mortgage, and further to do all things which, in its opinion, are desirable to maintain
<br />or preserve the corporate existence of any of the corporations whose securities are pledged under said
<br />mortgage; to enforce the lien of any of the pledged securities by virtue of judicial proceedings or otherwise;
<br />to purchase at any sale the property of corporations whose securities are pledged under said mortgage, to
<br />apply pledged securities on account of the purchase price, and to take all steps which, in its opinion, are
<br />best calculated to the interest of the bondholders in respect to the pledged securities; to approve of the
<br />terms of any consolidation or merger between any of the corporations whose securities are pledged under
<br />said mortgage, or the sale of their property to the mortgagor; to consent to the extension or renewal of any
<br />of the pledged securities, and to do everything desirable or necessary to make such extension or renewal
<br />effective; to apply all moneys received on account of the principal of the pledged securities in accordance
<br />with the provisions of said mortgage, to release any or any part of the pledged securities upon proper ap-
<br />plication therefor, and, in general, to do any and all acts authorized by, or which may be requisite or de-
<br />sirable, under the provisions of said mortgage or deed of trust, and further to take any action which may
<br />be requested in writing by said The Hanover Bank as Trustee under said mortgage, giving and granting
<br />unto my said attorney full power and authority to do and perform all and every act and thing whatsoever
<br />requisite and necessary to be done in and about the premises as fully to all intents and purposes as I
<br />might or could do if personally present, with full power of substitution and ratification, hereby ratifying
<br />and confirming all that my said attorney or its substitute shall lawfully do or cause to be done by virtue
<br />hereof.
<br />IN WITNESS WHEREOF, I have hereunto set my hand and seal this eighth day of October, 1956. �..
<br />Sealed and delivered in the presence of: t4r� Herman ...... yd . Lind de ........................... �� L
<br />.... .............................R. B. Lan orthy.......................
<br />STATE OF MISSOURI
<br />County of Jackson I ss.
<br />Be it known that on the eighth day of October, 1956, before me, Kent L. Thompson, a Notary Public
<br />in and for said County and State, duly commissioned and sworn, personally came and appeared Herman M.
<br />Langworthy, Jr., to me personally known, and known to me to be the same person described in and who
<br />executed the above power of attorney, and who acknowledged the above power of attorney to be his free
<br />act and deed.
<br />,,,' " INiTE$TIMONY WHEREOF, I have subscribed my hand and affixed my seal of office the day and
<br />� my or»mis�iotl
<br />`..(41:
<br />August 5, 1957. � L � V t �
<br />..... ...........................Kent L. Thompson............
<br />Notary Public in and for said County and State.
<br />J
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