-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PW5y3l4xliSUWk/Khsk6xmnKr2Z2v7H96PkC/jinV5PslguaLZ9aBOrBiVf8EYIb 7amrRBCDM9IDeJ9ppBjkhg== 0000895813-99-000131.txt : 19990311 0000895813-99-000131.hdr.sgml : 19990311 ACCESSION NUMBER: 0000895813-99-000131 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19990228 FILED AS OF DATE: 19990310 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MCLEODUSA INC CENTRAL INDEX KEY: 0000919943 STANDARD INDUSTRIAL CLASSIFICATION: RADIO TELEPHONE COMMUNICATIONS [4812] IRS NUMBER: 421407240 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: SEC FILE NUMBER: 000-20763 FILM NUMBER: 99561493 BUSINESS ADDRESS: STREET 1: 6400 C ST SW STREET 2: PO BOX 3177 CITY: CEDAR RAPIDS STATE: IA ZIP: 52406-3177 BUSINESS PHONE: 3193640000 MAIL ADDRESS: STREET 1: 6400 C ST SW STREET 2: PO BOX 3177 CITY: CEDAR RAPIDS STATE: IA ZIP: 52406-3177 FORMER COMPANY: FORMER CONFORMED NAME: MCLEOD INC DATE OF NAME CHANGE: 19960403 COMPANY DATA: COMPANY CONFORMED NAME: KEON MARGARET LUMPKIN CENTRAL INDEX KEY: 0000924869 STANDARD INDUSTRIAL CLASSIFICATION: [] OTHER FILING VALUES: FORM TYPE: 4 BUSINESS ADDRESS: STREET 1: 16 MILLER AVE STREET 2: STE 203 CITY: MILL VALLEY STATE: CA ZIP: 94941 BUSINESS PHONE: 4153815366 MAIL ADDRESS: STREET 1: 121 SOUTH 17TH STREET CITY: MATTOON STATE: IL ZIP: 61938 4 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 4 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP ( ) Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instructions 1(b). 1. Name and Address of Reporting Person: Margaret L. Keon c/o Keon Associates 16 Miller Avenue, Suite 203 Mill Valley, California 94941 U.S.A. 2. Issuer Name and Ticker or Trading Symbol: McLeodUSA Incorporated MCLD 3. IRS or Social Security Number of Reporting Person (Voluntary): 4. Statement for Month/Year: February 1999 5. If Amendment, Date of Original (Month/Year): 6. Relationship of Reporting Person(s) to Issuer (Check all applicable): ( ) Director ( ) 10% Owner ( ) Officer (give title below) (x) Other (specify below) Member of 13(d) group owning more than 10% 7. Individual or Joint/Group Filing (Check Applicable Line): ( ) Form filed by One Reporting Person (x) Form filed by More than One Reporting Person
Table I -- Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 5. Amount of 6. 2. Securities Owner- Trans- Beneficially ship Form: 1. action 3. 4. Owned at End Direct (D) 7. Title of Date Transaction Securities Acquired (A) of Month or Indirect Nature of Indirect Security (Month / Code or Disposed of (D) (Instr. 3 (I) Beneficial Ownership (Instr. 3) Day/Year) (Instr. 8) (Instr. 3, 4 and 5) and 4) (Instr. 4) (Instr. 4) ---------- --------- ----------- ------------------------- ----------- ----------- -------------- Code V Amount (A)or(D) Price ----- ---- ------ -------- ----- Class A 02/01/99 S 4,615 D $41.63 I By Joseph J. Keon III Common 1998 CRUT dated Stock October 27, 1998 02/01/99 S 385 D 41.50 I By Joseph J. Keon III 1998 CRUT dated October 27, 1998 02/03/99 S 1,154 D 41.50 48,846 (1) I By Joseph J. Keon III 1998 CRUT dated October 27, 1998 02/01/99 S 4,615 D 41.63 I By Margaret Lynley Keon 1998 NIM-CRUT dated October 27, 1998 02/01/99 S 385 D 41.50 I By Margaret Lynley Keon 1998 NIM-CRUT dated October 27, 1998 02/03/99 S 1,154 D 41.50 63,846 (2) I By Margaret Lynley Keon 1998 NIM-CRUT dated October 27, 1998 02/01/99 S 4,615 D 41.63 I By Susan K. DeWyngaert 1998 Spouse CRUT dated October 27, 1998 02/01/99 S 385 D 41.50 I By Susan K. DeWyngaert 1998 Spouse CRUT dated October 27, 1998 02/03/99 S 1,154 D 41.50 63,846 (3) I By Susan K. DeWyngaert 1998 Spouse CRUT dated October 27, 1998 02/01/99 S 4,615 D 41.63 I By Pamela K. Vitale 1998 Spouse CRUT dated October 27, 1998 5. Amount of 6. 2. Securities Owner- Trans- Beneficially ship Form: 1. action 3. 4. Owned at End Direct (D) 7. Title of Date Transaction Securities Acquired (A) of Month or Indirect Nature of Indirect Security (Month / Code or Disposed of (D) (Instr. 3 (I) Beneficial Ownership (Instr. 3) Day/Year) (Instr. 8) (Instr. 3, 4 and 5) and 4) (Instr. 4) (Instr. 4) ---------- --------- ----------- ------------------------- ----------- ----------- -------------- Code V Amount (A)or(D) Price ----- ---- ------ -------- ----- 02/01/99 S 385 D 41.50 I By Pamela K. Vitale 1998 Spouse CRUT dated October 27, 1998 02/03/99 S 1,154 D 41.50 63,846 (4) I By Pamela K. Vitale 1998 Spouse CRUT dated October 27, 1998 02/01/99 S 4,615 D 41.63 I By Liese A. Keon 1998 CRUT dated October 27, 1998 02/01/99 S 385 D 41.50 I By Liese A. Keon 1998 CRUT dated October 27, 1998 02/03/99 S 1,153 D 41.50 163,847 (5) I By Liese A. Keon 1998 CRUT dated October 27, 1998 75,037 I By Margaret L. Keon 1990 Personal Income Trust for the Benefit of Susan Tamara Keon DeWyngaert dated April 20, 1990 75,037 I By Margaret L. Keon 1990 Personal Income Trust for the Benefit of Joseph John Keon III dated April 20, 1990 75,037 I By Margaret L. Keon 1990 Personal Income Trust for the Benefit of Katherine Stoddert Keon dated April 20, 1990 5. Amount of 6. 2. Securities Owner- Trans- Beneficially ship Form: 1. action 3. 4. Owned at End Direct (D) 7. Title of Date Transaction Securities Acquired (A) of Month or Indirect Nature of Indirect Security (Month / Code or Disposed of (D) (Instr. 3 (I) Beneficial Ownership (Instr. 3) Day/Year) (Instr. 8) (Instr. 3, 4 and 5) and 4) (Instr. 4) (Instr. 4) ---------- --------- ----------- ------------------------- ----------- ----------- -------------- Code V Amount (A)or(D) Price ----- ---- ------ -------- ----- 75,037 I By Margaret L. Keon 1990 Personal Income Trust for the Benefit of Lisa Anne Keon dated April 20, 1990 75,037 I By Margaret L. Keon 1990 Personal Income Trust for the Benefit of Margaret Lynley Keon dated April 20, 1990 75,037 I By Margaret L. Keon 1990 Personal Income Trust for the Benefit of Pamela Keon Vitale dated April 20, 1990 506,461 I By Margaret Lumpkin Keon Trust dated May 13, 1978 16,057 (6) I By Joseph J. Keon III Holdback Trust under the Margaret L. Keon 1993 Grantor Retained Annuity Trust 16,057 (6) I By Katherine S. Keon Holdback Trust under the Margaret L. Keon 1993 Grantor Retained Annuity Trust 16,058 (7) D 16,058 (8) D 16,058 (9) D 16,058 (10) D
Table II -- Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) 9. Number of 10. Deriva- Ownership 5. tive Form of 11. Number of Securi- Deriva- Nature 2. Derivative ties tive of 1. Conver- 3. Securities 6. 7. 8. Benefi- Security: Indirect Title of sion or Trans- 4. Acquired Date Exer- Title and Price of cially Direct Benefi- Deriva- Exercise action Trans- (A) or cisable and Amount of Deriva- Owned at (D) cial tive Price of Date action Disposed Expiration Underlying tive End of or Indi- Owner- Security Deriva- (Month/ Code of (D) Date Securities Security Month rect (I) ship (Instr. tive Day/ (Instr. (Instr. 3, (Month/ Day/ (Instr. 3 (Instr. (Instr. (Instr. (Instr. 3) Security Year) 8) 4 and 5) Year) and 4) 5) 4) 4) 4) -------- -------- ------- ------- ---------- --------------- -------------- ------- ------- --------- ------- Amount or Date Expir- Number Exer- ation of Code V (A) (D) cisable Date Title Shares ---- -- --- --- ------- ------ ---- ------
Explanation of Responses: Explanation of footnotes to Table I: For purposes of Section 13(d) of the Securities Exchange Act, each of the joint filers is a member of a group that together owns more than 10% of the Issuer's Class A Common Stock. Except as indicated in the following notes, the securities shown in Table I are beneficially owned for purposes of Rule 16a-1(a)(2) by Margaret L. Keon and not by any of the other joint filers. (1) Beneficially owned for purposes of Rule 16a-1(a)(2) by Joseph J. Keon III. These shares are not subject to Mr. Keon's agreement with the other members of the 13(d) group referred to in Item 6 of the cover page of this Form 4. (2) Beneficially owned for purposes of Rule 16a-1(a)(2) by Margaret Lynley Keon. These shares are not subject to Ms. Keon's agreement with the other members of the 13(d) group referred to in Item 6 of the cover page of this Form 4. (3) Beneficially owned for purposes of Rule 16a-1(a)(2) by Susan K. DeWyngaert. These shares are not subject to Ms. DeWyngaert's agreement with the other members of the 13(d) group referred to in Item 6 of the cover page of this Form 4. (4) Beneficially owned for purposes of Rule 16a-1(a)(2) by Pamela K. Vitale. These shares are not subject to Ms. Vitale's agreement with the other members of the 13(d) group referred to in Item 6 of the cover page of this Form 4. (5) Beneficially owned for purposes of Rule 16a-1(a)(2) by Liese A. Keon. These shares are not subject to Ms. Keon's agreement with the other members of the 13(d) group referred to in Item 6 of the cover page of this Form 4. (6) Beneficially owned for purposes of Rule 16a-1(a)(2) by Joseph J. Keon III and Pamela K. Vitale. (7) Beneficially owned for purposes of Rule 16a-1(a)(2) by Pamela K. Vitale. (8) Beneficially owned for purposes of Rule 16a-1(a)(2) by Liese A. Keon. (9) Beneficially owned for purposes of Rule 16a-1(a)(2) by Susan T. DeWyngaert. (10) Beneficially owned for purposes of Rule 16a-1(a)(2) by Margaret Lynley Keon. SIGNATURE OF REPORTING PERSON(S): Margaret L. Keon* By: Steven L. Grissom Attorney in Fact Dated: March 8, 1999 *See Exhibit 1-C JOINT FILER INFORMATION Name: Joseph J. Keon III Address: c/o Keon Associates, 16 Miller Avenue, Suite 203, Mill Valley, California 94941 Designated Filer: Margaret L. Keon Issuer & Ticker Symbol: McLeodUSA Incorporated, MCLD Statement for Month/Year: February 1999 Signature: Joseph J. Keon III* By: Steven L. Grissom Attorney in Fact JOINT FILER INFORMATION Name: Pamela K. Vitale (formerly Pamela Ryan Keon) Address: c/o Keon Associates, 16 Miller Avenue, Suite 203, Mill Valley, California 94941 Designated Filer: Margaret L. Keon Issuer & Ticker Symbol: McLeodUSA Incorporated, MCLD Statement for Month/Year: February 1999 Signature: Pamela K. Vitale** By: Steven L. Grissom Attorney in Fact * See Exhibit 1-A **See Exhibit 1-D JOINT FILER INFORMATION Name: Liese A. Keon Address: 2868 South Lakeridge Trail, Boulder, Colorado 80302 Designated Filer: Margaret L. Keon Issuer & Ticker Symbol: McLeodUSA Incorporated, MCLD Statement for Month/Year: February 1999 Signature: Liese A. Keon* By: Steven L. Grissom Attorney in Fact JOINT FILER INFORMATION Name: Susan T. DeWyngaert Address: 335 South 7th Street, Philadelphia, Pennsylvania 19106 Designated Filer: Margaret L. Keon Issuer & Ticker Symbol: McLeodUSA Incorporated, MCLD Statement for Month/Year: February 1999 Signature: Susan T. DeWyngaert** By: Steven L. Grissom Attorney in Fact * See Exhibit 1-B **See Exhibit 1-E JOINT FILER INFORMATION Name: Margaret Lynley Keon Address: 56 Bourne Street, London, England SW1W8JD Designated Filer: Margaret L. Keon Issuer & Ticker Symbol: McLeodUSA Incorporated, MCLD Statement for Month/Year: February 1999 Signature: Margaret Lynley Keon* By: Steven L. Grissom Attorney in Fact DATED: March 8, 1999 *See Exhibit 1-F Exhibit 1-A POWER OF ATTORNEY ----------------- Power of Attorney made this 9th day of December, 1998: I, JOSEPH J. KEON III, of 16 Miller Avenue, Mill Valley, California 94941, hereby appoint Steven L. Grissom, of 21 South Country Club Road, Mattoon, Illinois 61938, as my attorney-in-fact for the purpose of taking the actions set forth below: 1. To execute and file on my behalf, individually or in any fiduciary or other capacity, reports and other forms with the Securities and Exchange Commission relating to shares of Class A Common Stock of McLeodUSA Incorporated acquired, beneficially owned, held or disposed of by me, whether individually, as trustee of one or more trusts, or otherwise; 2. To execute assignments and other instruments required for the sale of shares of Class A Common Stock of McLeodUSA Incorporated; and 3. To execute account agreements and all other documents required to open or to close on my behalf accounts with any bank, trust company, savings association, broker or other depository or agent and to deposit in or transfer between any such account held in my name any monies or other property and to examine or receive related records, including canceled checks. The powers and authorities granted herein shall not be affected, impaired or exhausted by any nonexercise or by any one or more exercises thereof. My attorney shall exercise or fail to exercise the powers and authorities granted herein in each case as my attorney, in my attorney's own absolute discretion, deems desirable or appropriate under existing circumstances. This Power of Attorney is effective immediately and will remain in effect, even though I become incapacitated, until revoked by a written instrument signed by me and delivered to my attorney. It is my intent that the power granted herein shall continue without interruption until my death, unless previously revoked by me. This Power of Attorney shall not affect or impair the validity of any other Power of Attorney that I have in force upon the effective date of this instrument. Any person, corporation, partnership, or other legal entity dealing with my attorney may rely without inquiry upon my attorney's certification that this instrument is still in effect. No person, partnership, corporation, or legal entity relying on this power of attorney in good faith and without actual notice of revocation shall be required to see to the application and disposition of any moneys, stocks, bonds, securities, or other property paid to or delivered to my attorney, or my attorney's substitute, pursuant to the provisions hereof. This power of attorney shall be governed by the laws of Illinois. Reproductions of this executed original (with reproduced signatures and the certificate of acknowledgment) shall be deemed to be original counterparts of this power of attorney. /s/Joseph J. Keon III ----------------------------------- Principal Specimen signature of my attorney: __________________________________ ___________________________________ Steven L. Grissom Principal (as witness to attorney's signature) ______________________________________________________________________ STATE OF CALIFORNIA ) ) ss COUNTY OF MARIN ) I, a Notary Public, in and for said County and State, hereby certify that JOSEPH J. KEON III, personally known to me to be the same person whose name is subscribed to the foregoing instrument, appeared before me this day in person and acknowledged that he signed that instrument as his free and voluntary act, for the uses and purposes therein set forth. Given under my hand and notarial seal this 9th day of December, 1998. /s/ Wayne Lang ----------------------------------- Notary Public Wayne Lang This document was prepared by: Commission #1182710 Debra L. Stetter Notary Public - California Schiff Hardin & Waite Marin County 6600 Sears Tower My commission expires May 7, 2002 Chicago, Illinois 60606 EXHIBIT 1-B POWER OF ATTORNEY ----------------- Power of Attorney made this 3rd day of December,1998: I, LIESE A. KEON of 2868 South Lakeridge Trail, Boulder, Colorado 80302, hereby appoint Steven L. Grissom, of 21 South Country Club Road, Mattoon, Illinois 61938, as my attorney-in-fact for the purpose of taking the actions set forth below: 1. To execute and file on my behalf, individually or in any fiduciary or other capacity, reports and other forms with the Securities and Exchange Commission relating to shares of Class A Common Stock of McLeodUSA Incorporated acquired, beneficially owned, held or disposed of by me, whether individually, as trustee of one or more trusts, or otherwise; 2. To execute assignments and other instruments required for the sale of shares of Class A Common Stock of McLeodUSA Incorporated; and 3. To execute account agreements and all other documents required to open or to close on my behalf accounts with any bank, trust company, savings association, broker or other depository or agent and to deposit in or transfer between any such account held in my name any monies or other property and to examine or receive related records, including canceled checks. The powers and authorities granted herein shall not be affected, impaired or exhausted by any nonexercise or by any one or more exercises thereof. My attorney shall exercise or fail to exercise the powers and authorities granted herein in each case as my attorney, in my attorney's own absolute discretion, deems desirable or appropriate under existing circumstances. This Power of Attorney is effective immediately and will remain in effect, even though I become incapacitated, until revoked by a written instrument signed by me and delivered to my attorney. It is my intent that the power granted herein shall continue without interruption until my death, unless previously revoked by me. This Power of Attorney shall not affect or impair the validity of any other Power of Attorney that I have in force upon the effective date of this instrument. Any person, corporation, partnership, or other legal entity dealing with my attorney may rely without inquiry upon my attorney's certification that this instrument is still in effect. No person, partnership, corporation, or legal entity relying on this power of attorney in good faith and without actual notice of revocation shall be required to see to the application and disposition of any moneys, stocks, bonds, securities, or other property paid to or delivered to my attorney, or my attorney's substitute, pursuant to the provisions hereof. This power of attorney shall be governed by the laws of Illinois. Reproductions of this executed original (with reproduced signatures and the certificate of acknowledgment) shall be deemed to be original counterparts of this power of attorney. /s/ Liese A. Keon ----------------------------------- Principal Specimen signature of my attorney: _________________________________ ___________________________________ Steven L. Grissom Principal (as witness to attorney's signature) ______________________________________________________________________ STATE OF COLORADO ) ) ss COUNTY OF BOULDER ) I, a Notary Public, in and for said County and State, hereby certify that LIESE A. KEON, personally known to me to be the same person whose name is subscribed to the foregoing instrument, appeared before me this day in person and acknowledged that she signed that instrument as her free and voluntary act, for the uses and purposes therein set forth. Given under my hand and notarial seal this 3rd day of December, 1998. /s/ Tracey L. James ----------------------------------- Notary Public, State of Colorado My commission expires 06/09/2001 This document was prepared by: Debra L. Stetter Schiff Hardin & Waite 6600 Sears Tower Chicago, Illinois 60606 EXHIBIT 1-C POWER OF ATTORNEY ----------------- Power of Attorney made this 9th day of December, 1998: I, MARGARET L. KEON, of 16 Miller Avenue, Mill Valley, California 94941, hereby appoint Steven L. Grissom, of 21 South Country Club Road, Mattoon, Illinois 61938, as my attorney-in-fact for the purpose of taking the actions set forth below: 1. To execute and file on my behalf, individually or in any fiduciary or other capacity, reports and other forms with the Securities and Exchange Commission relating to shares of Class A Common Stock of McLeodUSA Incorporated acquired, beneficially owned, held or disposed of by me, whether individually, as trustee of one or more trusts, or otherwise; 2. To execute assignments and other instruments required for the sale of shares of Class A Common Stock of McLeodUSA Incorporated; and 3. To execute account agreements and all other documents required to open or to close on my behalf accounts with any bank, trust company, savings association, broker or other depository or agent and to deposit in or transfer between any such account held in my name any monies or other property and to examine or receive related records, including canceled checks. The powers and authorities granted herein shall not be affected, impaired or exhausted by any nonexercise or by any one or more exercises thereof. My attorney shall exercise or fail to exercise the powers and authorities granted herein in each case as my attorney, in my attorney's own absolute discretion, deems desirable or appropriate under existing circumstances. This Power of Attorney is effective immediately and will remain in effect, even though I become incapacitated, until revoked by a written instrument signed by me and delivered to my attorney. It is my intent that the power granted herein shall continue without interruption until my death, unless previously revoked by me. This Power of Attorney shall not affect or impair the validity of any other Power of Attorney that I have in force upon the effective date of this instrument. Any person, corporation, partnership, or other legal entity dealing with my attorney may rely without inquiry upon my attorney's certification that this instrument is still in effect. No person, partnership, corporation, or legal entity relying on this power of attorney in good faith and without actual notice of revocation shall be required to see to the application and disposition of any moneys, stocks, bonds, securities, or other property paid to or delivered to my attorney, or my attorney's substitute, pursuant to the provisions hereof. This power of attorney shall be governed by the laws of Illinois. Reproductions of this executed original (with reproduced signatures and the certificate of acknowledgment) shall be deemed to be original counterparts of this power of attorney. /s/ Margaret L. Keon ----------------------------------- Principal Specimen signature of my attorney: _________________________________ ___________________________________ Steven L. Grissom Principal (as witness to attorney's signature) ______________________________________________________________________ STATE OF CALIFORNIA ) ) ss COUNTY OF MARIN ) I, a Notary Public, in and for said County and State, hereby certify that MARGARET L. KEON, personally known to me to be the same person whose name is subscribed to the foregoing instrument, appeared before me this day in person and acknowledged that she signed that instrument as her free and voluntary act, for the uses and purposes therein set forth. Given under my hand and notarial seal this 9th day of December, 1998. /s/ Wayne Lang ----------------------------------- Notary Public Wayne Lang This document was prepared by: Commission #1182710 Debra L. Stetter Notary Public - California Schiff Hardin & Waite Marin County 6600 Sears Tower My commission expires May 7, 2002 Chicago, Illinois 60606 EXHIBIT 1-D POWER OF ATTORNEY ----------------- Power of Attorney made this 3rd day of December, 1998: I, PAMELA RYAN KEON, of 16 Miller Avenue, Mill Valley, California 94941, hereby appoint Steven L. Grissom, of 21 South Country Club Road, Mattoon, Illinois 61938, as my attorney-in-fact for the purpose of taking the actions set forth below: 1. To execute and file on my behalf, individually or in any fiduciary or other capacity, reports and other forms with the Securities and Exchange Commission relating to shares of Class A Common Stock of McLeodUSA Incorporated acquired, beneficially owned, held or disposed of by me, whether individually, as trustee of one or more trusts, or otherwise; 2. To execute assignments and other instruments required for the sale of shares of Class A Common Stock of McLeodUSA Incorporated; and 3. To execute account agreements and all other documents required to open or to close on my behalf accounts with any bank, trust company, savings association, broker or other depository or agent and to deposit in or transfer between any such account held in my name any monies or other property and to examine or receive related records, including canceled checks. The powers and authorities granted herein shall not be affected, impaired or exhausted by any nonexercise or by any one or more exercises thereof. My attorney shall exercise or fail to exercise the powers and authorities granted herein in each case as my attorney, in my attorney's own absolute discretion, deems desirable or appropriate under existing circumstances. This Power of Attorney is effective immediately and will remain in effect, even though I become incapacitated, until revoked by a written instrument signed by me and delivered to my attorney. It is my intent that the power granted herein shall continue without interruption until my death, unless previously revoked by me. This Power of Attorney shall not affect or impair the validity of any other Power of Attorney that I have in force upon the effective date of this instrument. Any person, corporation, partnership, or other legal entity dealing with my attorney may rely without inquiry upon my attorney's certification that this instrument is still in effect. No person, partnership, corporation, or legal entity relying on this power of attorney in good faith and without actual notice of revocation shall be required to see to the application and disposition of any moneys, stocks, bonds, securities, or other property paid to or delivered to my attorney, or my attorney's substitute, pursuant to the provisions hereof. This power of attorney shall be governed by the laws of Illinois. Reproductions of this executed original (with reproduced signatures and the certificate of acknowledgment) shall be deemed to be original counterparts of this power of attorney. /s/ Pamela Ryan Keon ----------------------------------- Principal Specimen signature of my attorney: _________________________________ ___________________________________ Steven L. Grissom Principal (as witness to attorney's signature) ______________________________________________________________________ STATE OF CALIFORNIA ) ) ss COUNTY OF MARIN ) I, a Notary Public, in and for said County and State, hereby certify that PAMELA RYAN KEON, personally known to me to be the same person whose name is subscribed to the foregoing instrument, appeared before me this day in person and acknowledged that she signed that instrument as her free and voluntary act, for the uses and purposes therein set forth. Given under my hand and notarial seal this 9th day of December, 1998. /s/ Wayne Lang ----------------------------------- Notary Public Wayne Lang This document was prepared by: Commission #1182710 Debra L. Stetter Notary Public - California Schiff Hardin & Waite Marin County 6600 Sears Tower My commission expires May 7, 2002 Chicago, Illinois 60606 EXHIBIT 1-E POWER OF ATTORNEY ----------------- Power of Attorney made this 31st day of December, 1998: I, Susan T. Keon DeWyngaert, of 335 South 7th Street, Philadelphia, PA 19106, hereby appoint Steven L. Grissom, of 21 South Country Club Road, Mattoon, Illinois 61938, as my attorney-in-fact for the purpose of taking the actions set forth below: 1. To execute and file on my behalf, individually or in any fiduciary or other capacity, reports and other forms with the Securities and Exchange Commission relating to shares of Class A Common Stock of McLeodUSA Incorporated acquired, beneficially owned, held or disposed of by me, whether individually, as trustee of one or more trusts, or otherwise; 2. To execute assignments and other instruments required for the sale of shares of Class A Common Stock of McLeodUSA Incorporated; and 3. To execute account agreements and all other documents required to open or to close on my behalf accounts with any bank, trust company, savings association, broker or other depository or agent and to deposit in or transfer between any such account held in my name any monies or other property and to examine or receive related records, including canceled checks. The powers and authorities granted herein shall not be affected, impaired or exhausted by any nonexercise or by any one or more exercises thereof. My attorney shall exercise or fail to exercise the powers and authorities granted herein in each case as my attorney, in my attorney's own absolute discretion, deems desirable or appropriate under existing circumstances. This Power of Attorney is effective immediately and will remain in effect, even though I become incapacitated, until revoked by a written instrument signed by me and delivered to my attorney. It is my intent that the power granted herein shall continue without interruption until my death, unless previously revoked by me. This Power of Attorney shall not affect or impair the validity of any other Power of Attorney that I have in force upon the effective date of this instrument. Any person, corporation, partnership, or other legal entity dealing with my attorney may rely without inquiry upon my attorney's certification that this instrument is still in effect. No person, partnership, corporation, or legal entity relying on this power of attorney in good faith and without actual notice of revocation shall be required to see to the application and disposition of any moneys, stocks, bonds, securities, or other property paid to or delivered to my attorney, or my attorney's substitute, pursuant to the provisions hereof. This power of attorney shall be governed by the laws of Illinois. Reproductions of this executed original (with reproduced signatures and the certificate of acknowledgment) shall be deemed to be original counterparts of this power of attorney. /s/ Susan T. Keon DeWyngaert ----------------------------------- Principal Specimen signature of my attorney: /s/ Steven L. Grissom --------------------------------- ----------------------------------- Steven L. Grissom Principal (as witness to attorney's signature) ______________________________________________________________________ STATE OF NEW JERSEY ) ) ss COUNTY OF MONMOUTH ) I, a Notary Public, in and for said County and State, hereby certify that Susan DeWyngaert, personally known to me to be the same person whose name is subscribed to the foregoing instrument, appeared before me this day in person and acknowledged that he/she signed that instrument as his/her free and voluntary act, for the uses and purposes therein set forth. Given under my hand and notarial seal this 31st day of December, 1998. /s/ Walter T. MacGowan, Jr. ----------------------------------- Notary Public Walter T. MacGowan, Jr. Notary Public of New Jersey My Commission Expires June 28, 1999 This document was prepared by: Debra L. Stetter Schiff Hardin & Waite 6600 Sears Tower Chicago, Illinois 60606 Exhibit 1-F POWER OF ATTORNEY ----------------- Power of Attorney made this 28th day of January, 1999: I, MARGARET LYNLEY KEON, of 56 Bourne Street, London, England SW1W8JD, hereby appoint Steven L. Grissom, of 21 South Country Club Road, Mattoon, Illinois 61938, as my attorney-in-fact for the purpose of taking the actions set forth below: 1. To execute and file on my behalf, individually or in any fiduciary or other capacity, reports and other forms with the Securities and Exchange Commission relating to shares of Class A Common Stock of McLeodUSA Incorporated acquired, beneficially owned, held or disposed of by me, whether individually, as trustee of one or more trusts, or otherwise; 2. To execute assignments and other instruments required for the sale of shares of Class A Common Stock of McLeodUSA Incorporated; and 3. To execute account agreements and all other documents required to open or to close on my behalf accounts with any bank, trust company, savings association, broker or other depository or agent and to deposit in or transfer between any such account held in my name any monies or other property and to examine or receive related records, including canceled checks. The powers and authorities granted herein shall not be affected, impaired or exhausted by any nonexercise or by any one or more exercises thereof. My attorney shall exercise or fail to exercise the powers and authorities granted herein in each case as my attorney, in my attorney's own absolute discretion, deems desirable or appropriate under existing circumstances. This Power of Attorney is effective immediately and will remain in effect, even though I become incapacitated, until revoked by a written instrument signed by me and delivered to my attorney. It is my intent that the power granted herein shall continue without interruption until my death, unless previously revoked by me. This Power of Attorney shall not affect or impair the validity of any other Power of Attorney that I have in force upon the effective date of this instrument. Any person, corporation, partnership, or other legal entity dealing with my attorney may rely without inquiry upon my attorney's certification that this instrument is still in effect. No person, partnership, corporation, or legal entity relying on this power of attorney in good faith and without actual notice of revocation shall be required to see to the application and disposition of any moneys, stocks, bonds, securities, or other property paid to or delivered to my attorney, or my attorney's substitute, pursuant to the provisions hereof. This power of attorney shall be governed by the laws of Illinois. Reproductions of this executed original (with reproduced signatures and the certificate of acknowledgment) shall be deemed to be original counterparts of this power of attorney. /s/Margaret Lynley Keon ----------------------------------- Principal Specimen signature of my attorney: _________________________________ ___________________________________ Steven L. Grissom Principal (as witness to attorney's signature) ______________________________________________________________________ STATE OF ILLINOIS ) ) ss COUNTY OF COOK ) I, a Notary Public, in and for said County and State, hereby certify that MARGARET LYNLEY KEON, personally known to me to be the same person whose name is subscribed to the foregoing instrument, appeared before me this day in person and acknowledged that she signed that instrument as her free and voluntary act, for the uses and purposes therein set forth. Given under my hand and notarial seal this 28th day of January, 1999. /s/ Janet L. Hodapp ----------------------------------- Notary Public Janet L. Hodapp This document was prepared by: Notary Public - Illinois Debra L. Stetter My Commission Expires 04/20/02 Schiff Hardin & Waite 6600 Sears Tower Chicago, Illinois 60606 -----END PRIVACY-ENHANCED MESSAGE-----