EX-24 2 carlinpoa.htm CARLIN POWER OF ATTORNEY





Power of Attorney







 I hereby constitute and appoint Jeffrey A. Brown, Carol H. Forsyte,

A. Peter Lawson and Jennifer M. Lagunas, and each of them, acting alone

without any of the others, my true and lawful attorneys-in-fact and agents,

with full power of substitution and resubstitution, for me and in my name,

place and stead, in any and all capacities, to prepare, sign and file any

and all Forms 3, 4, 5 and 144 and any successor Forms (and any amendments

or corrections to all such forms, and any related documents or items,

including a Form ID and any other documents necessary to obtain codes and

passwords necessary to make electronic filings) which they deem needed or

desirable with the Securities and Exchange Commission and any and all stock

exchanges, granting unto said attorneys-in-fact and agents full power and

authority to do and perform each and every act and thing necessary or

appropriate in connection with this power and authority, hereby ratifying

and confirming all that said attorneys-in-fact and agents, or their

substitute or substitutes, may lawfully do or cause to be done by virtue

thereof.  This Power of Attorney shall remain in full force and effect

until I am no longer required to file Forms 3, 4, 5 and 144 with respect

to my holdings of and transactions in securities issued by Motorola, unless

earlier revoked by me in a signed writing delivered to the foregoing

attorneys-in-fact.





      By: /s/ Michele A. Carlin

       Michele A. Carlin



      Date: October 13, 2009