POWER OF ATTORNEY
Know all by these presents, that the undersigned
hereby constitutes and appoints each of Charles A Ruys de Perez and Adam C.E.
Wright or any of them signing singly, and with full power of substitution,
the undersigned's true and lawful attorney-in-fact to:
(1) execute
for and on behalf of the undersigned, in the undersigned's capacity as an
officer and/or director of Western
Asset Mortgage Capital Corporation (the "Company"), Forms 3, 4, and 5 in
accordance with Section 16(a) of the Securities Exchange Act of 1934 and the
rules thereunder;
(2) 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, complete and execute any amendment
or amendments thereto, and timely file such form with the U.S. Securities and
Exchange Commission (the "SEC") and any stock exchange or similar
authority; and
(3) 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, or such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and 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
Securities Exchange Act of 1934.
This Power of Attorney shall remain in full force and
effect until the undersigned is no longer required to file Forms 3, 4, and 5
with respect to the undersigned's holdings of and transactions in
securities issued by the Company, unless earlier revoked by the undersigned in a
signed writing delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this
Power of Attorney to be executed as of this 12th day of January, 2021.
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By:
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/s/ Greg E. Handler
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Name:
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Greg E. Handler
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