EX-24.1 2 rrd344254_389177.htm POWER OF ATTORNEY rrd344254_389177.html
LIMITED POWER OF ATTORNEY

      The undersigned, Alvin R. Carpenter, does hereby nominate, constitute and
appoint as his true and lawful attorneys-in-fact and agents with authority
limited to and as specifically set forth herein, Stephen W. Johnson,
Stephanie L. Gill, Michael J. Baker, and Susan Modispacher (each hereinafter
referred to as "Attorney-in-Fact").

      Each said Attorney-in-Fact hereunder shall have the authority:  to act,
sign, execute and deliver for and on behalf of and in the place and stead of
the undersigned the Forms 3, 4 and 5 documents pursuant to and in accordance
with Section 16 of the Securities Exchange Act of 1934, as amended, and the
rules and regulations thereunder (the "Exchange Act"); to do and perform any
and all acts for and on behalf of the undersigned which may be necessary or
desirable to complete and execute any such Form 3, 4, or 5 and file such form
with the United States Securities and Exchange Commission and any stock
exchange or similar authority; and to take any other action of any type
whatsoever in connection with the foregoing which, in the opinion of such
Attorney-in-Fact, may be of benefit to, in the best interest of, or legally
required by the undersigned, it being understood that the documents executed
by such Attorney-in-Fact on behalf of the undersigned pursuant to this Power
of Attorney shall be in such form and shall contain such terms and conditions
as such Attorney-in-Fact may approve in such Attorney-in-Fact's discretion.

      The undersigned hereby grants to each such Attorney-in-Fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the
rights and powers herein granted, as fully to all intents and purposes as
the undersigned might or could do if personally present, with full power
of substitution or revocation, hereby ratifying and confirming all that
such Attorney-in-Fact shall lawfully do or cause to be done by virtue of
the rights and powers herein granted.  The undersigned acknowledges that
the foregoing Attorneys-in-Fact, in serving in such capacity at the request
of the undersigned, are not assuming, nor is the Company assuming, any of
the undersigned's responsibilities to comply with Section 16 of the Exchange
Act.

      This Limited Power of Attorney shall be effective as of and commence
on June 6, 2013 and shall remain in full force and effect until the undersigned
is no longer required to file Forms 3, 4, or 5 with respect to the
undersigned's holdings of and transactions in securities issued by CONSOL
Energy Inc., unless earlier revoked by the undersigned in a signed writing
delivered to the Attorneys-in-Fact.

IN WITNESS WHEREOF, I have caused this Limited Power of Attorney to be
executed this 5th day of June, 2013.

/s/ Alvin R. Carpenter
Alvin R. Carpenter