-----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, LY33nuzl2njTKZVnCZsXZ5u0T8bmeegGkXTxCl9eSp5ruLa1yXfaHSb9MOZ1epAU WK5A+O8uNaK0WM5wYUKxqA== 0000950144-00-007262.txt : 20000526 0000950144-00-007262.hdr.sgml : 20000526 ACCESSION NUMBER: 0000950144-00-007262 CONFORMED SUBMISSION TYPE: S-8 PUBLIC DOCUMENT COUNT: 12 FILED AS OF DATE: 20000525 EFFECTIVENESS DATE: 20000525 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LIBERTY CORP CENTRAL INDEX KEY: 0000059229 STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311] IRS NUMBER: 570507055 STATE OF INCORPORATION: SC FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: S-8 SEC ACT: SEC FILE NUMBER: 333-37844 FILM NUMBER: 643766 BUSINESS ADDRESS: STREET 1: P O BOX 789 STREET 2: 2000 WADE HAMPTON BLVD CITY: GREENVILLE STATE: SC ZIP: 29615 BUSINESS PHONE: 864-609-8256 MAIL ADDRESS: STREET 1: P O BOX 789 STREET 2: WADE HAMPTON BLVD CITY: GREENVILLE STATE: SC ZIP: 29602 S-8 1 THE LIBERTY CORPORATION 1 ================================================================================ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 THE LIBERTY CORPORATION (Exact Name of Registrant as specified in its Charter) South Carolina 57-0507055 (State of other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 2000 Wade Hampton Boulevard Greenville, South Carolina 29615 (Address of Principal Executive Offices) (Zip Code) THE PERFORMANCE INCENTIVE COMPENSATION PROGRAM (Full Title of the Plan) Martha G. Williams Vice President, General Counsel and Secretary The Liberty Corporation 2000 Wade Hampton Boulevard Greenville, South Carolina 29615 (Name and Address of Agent for Service) (864) 609-8300 (Telephone Number, including Area Code, of Agent for Service) CALCULATION OF REGISTRATION FEE
- ---------------------------------------------------------------------------------------------------------------- Proposed maximum Proposed maximum Title of securities Amount to be offering price aggregate offering Amount of to be registered registered (1) per share (2) price registration fee - ---------------------------------------------------------------------------------------------------------------- Common Stock, no par value 700,000 shares $31.41 $21,987,000 $6,112 - ---------------------------------------------------------------------------------------------------------------- Rights to Purchase Series A 350,000 rights Participating Cumulative Preferred Stock, no par value (3) - ----------------------------------------------------------------------------------------------------------------
(1) Prior Registration Statements on Form S-8 have registered 4,300,000 shares offered under this Plan and are deemed to cover the related 2,150,000 rights through incorporation by reference of the Current Report on Form 10-K filed upon adoption of the Rights Plan. (2) The price is estimated in accordance with Rule 457(h) under the Securities Act of 1933, solely for the purpose of calculating the registration fee, and represents the average of the high and low sale prices of the Common Stock of The Liberty Corporation on May 5, 2000 as reported in the New York Stock Exchange Composite Transactions. (3) Prior to the occurrence of certain events, purchase rights for shares of Series A Participating Cumulative Preferred Stock will not be evidenced separately from the Common Stock. 2 The contents of the Registration Statement on Form S-8 Registration No. 333-30151 filed with the Securities and Exchange Commission on June 27, 1997 are incorporated herein by reference. Exhibits 5.1 Opinion of Martha G. Williams, General counsel of the Company, as to the validity of the securities being registered, including consent to the filing of her opinion. 23.1 Consent of Independent Auditors. 23.2 Consent of Martha G. Williams is included in Exhibit 5.1. 24.1 Power of Attorney of Edward E. Crutchfield. 24.2 Power of Attorney of John R. Farmer. 24.3 Power of Attorney of W. W. Johnson. 24.4 Power of Attorney of William O. McCoy. 24.5 Power of Attorney of John H. Mullin, III. 24.6 Power of Attorney of Benjamin F. Payton. 24.7 Power of Attorney of J. Thurston Roach. 24.8 Power of Attorney of Eugene E. Stone, IV. 24.9 Power of Attorney of William B. Timmerman. 3 SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the Company certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on form S-8 and has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Greenville, State of South Carolina, on May 25, 2000. THE LIBERTY CORPORATION By: /s/ Hayne Hipp -------------------------- Hayne Hipp Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.
Signature Title Date --------- ----- ---- /s/ Hayne Hipp President, Chief Executive May 25, 2000 - ------------------------------------- Officer and Director Hayne Hipp /s/ Kenneth W. Jones Corporate Controller May 25, 2000 - ------------------------------------- Kenneth W. Jones /s/ Edward E. Crutchfield * Director May 25, 2000 - ------------------------------------- Edward E. Crutchfield /s/ John R. Farmer * Director May 25, 2000 - ------------------------------------- John R. Farmer /s/ W. W. Johnson * Director May 25, 2000 - ------------------------------------- W. W. Johnson /s/ William O. McCoy * Director May 25, 2000 - ------------------------------------- William O. McCoy
4 /s/ John H. Mullin, III * Director May 25, 2000 - ------------------------------------- John H. Mullin, III /s/ Benjamin F. Payton * Director May 25, 2000 - ------------------------------------- Benjamin F. Payton /s/ J. Thurston Roach * Director May 25, 2000 - ------------------------------------- J. Thurston Roach /s/ Eugene E. Stone, IV * Director May 25, 2000 - ------------------------------------- Eugene E. Stone, IV /s/ William B. Timmerman * Director May 25, 2000 - ------------------------------------- William B. Timmerman
* By Martha G. Williams as attorney-in-fact /s/ Martha G. Williams - ------------------------------------- Martha G. Williams as attorney-in fact For the individuals as indicated 5 INDEX TO EXHIBITS Exhibit Number Exhibit - ------- ------- 5.1 Opinion of Martha G. Williams, General Counsel of the Company, as to the validity of the securities being registered, including consent to the filing of her opinion. 23.1 Consent of Independent Auditors. 23.2 Consent of Martha G. Williams is included in Exhibit 5.1. 24.1 Power of Attorney of Edward E. Crutchfield. 24.2 Power of Attorney of John R. Farmer. 24.3 Power of Attorney of W. W. Johnson. 24.4 Power of Attorney of William O. McCoy. 24.5 Power of Attorney of John H. Mullin, III. 24.6 Power of Attorney of Benjamin F. Payton. 24.7 Power of Attorney of J. Thurston Roach. 24.8 Power of Attorney of Eugene E. Stone, IV. 24.9 Power of Attorney of William B. Timmerman.
EX-5.1 2 OPINION OF MARTHA G WILLIAMS 1 Exhibit 5.1 May 24 , 2000 The Liberty Corporation 2000 Wade Hampton Boulevard Greenville, S. C. 29615 Re: The Liberty Corporation Registration Statement on form S-8 The Performance Incentive Compensation Program (As Amended and Restated on February 1,2000) Ladies and Gentlemen: I am General Counsel for The Liberty Corporation ("Liberty") and have acted on behalf of Liberty in connection with its Registration Statement on Form S-8 to register under the Securities Act of 1933, as amended, 700,000 shares of Common Stock, no par value, (the "Shares"), and 350,000 attached rights to Purchase Series A Participating Cumulative Preferred Stock (the "Right") of Liberty issuable pursuant to The Performance Incentive Compensation Program (as amended and restated on February 1, 2000)(the "Program") and pursuant to awards granted thereunder. The Program authorizes the issuance of a total of 5,000,000 Shares (including 2,500,000 attached Rights), of which 700,000 shares and 350,000 Rights are being registered at this time. I have examined and am familiar with originals or copies, certified or other wise identified to my satisfaction, of such documents, corporate records and other instruments as I have deemed necessary or appropriate in connection with rendering this opinion. Based on the foregoing, I am of the opinion that the Shares and the attached Rights, when issued and delivered in accordance with the terms of the Program and awards granted under the Program will be legally issued, fully paid and non-assessable. I consent to the filing of this opinion as an exhibit to the above mentioned Registration Statement on Form S-8 and to the reference to me under Item 5 "Interests of Named Experts and Counsel" in the Registration Statement. Yours very truly, /s/ Martha G. Williams Martha G. Williams Vice President, General Counsel and Secretary EX-23.1 3 CONSENT OF INDEPENDENT AUDITORS 1 Exhibit 23.1 Consent of Independent Auditors We consent to the incorporation by reference in the Registration Statement (Form S-8 No. 333-30151) pertaining to The Performance Incentive Compensation Program of The Liberty Corporation of our report dated February 1, 2000 with respect to the consolidated financial statements and schedules of The Liberty Corporation and subsidiaries included and incorporated by reference in its Annual Report (Form 10-K) for the year ended December 31, 1999 filed with the Securities and Exchange Commission. /s/ Ernst & Young LLP Greenville, South Carolina May 22, 2000 EX-24.1 4 POWER OF ATTORNEY/CRUTCHFIELD 1 Exhibit 24.1 SPECIAL POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS that I, Edward E. Crutchfield, Director of The Liberty Corporation, do hereby constitute and appoint Martha G. Williams and Susan E. Cyr and each of them, 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 sign a Registration Statement on Form S-8 and any amendments thereto (including any post-effective amendments) for The Performance Incentive Compensation Program, As Amended and Restated on February 1, 2000 (the "Program") of The Liberty Corporation and to file the same with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission under the Securities Act of 1933, with respect to the registration in mid-2000 of shares of The Liberty Corporation common stock and related Rights to Purchase Series A Participating Cumulative Preferred Stock, which securities are to be offered to officers, other key employees and directors of The Liberty Corporation and its subsidiaries in accordance with and pursuant to the Program, granting unto such attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as I might or could do in person, hereby ratifying and confirming all that such attorneys-in-fact and agents, or their substitutes, may lawfully do or cause to be done by virtue hereof. This Power of Attorney shall not be affected by my physical disability or mental incompetence which renders me incapable of managing my own estate except as provided by applicable statute. IN WITNESS WHEREOF, I have hereunto set my hand and seal this 10th day of May, 2000. /s/ Edward E. Crutchfield (Seal) -------------------------- Director, The Liberty Corporation A South Carolina Corporation /s/ Nancy Ann Skidmore(Seal) - ---------------------- Notary Public for Charlotte, North Carolina My Commission Expires: May 31, 2004 EX-24.2 5 POWER OF ATTORNEY/FARMER 1 Exhibit 24.2 SPECIAL POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS that I, John R. Farmer, Director of The Liberty Corporation, do hereby constitute and appoint Martha G. Williams and Susan E. Cyr and each of them, 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 sign a Registration Statement on Form S-8 and any amendments thereto (including any post-effective amendments) for The Performance Incentive Compensation Program, As Amended and Restated on February 1, 2000 (the "Program") of The Liberty Corporation and to file the same with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission under the Securities Act of 1933, with respect to the registration in mid-2000 of shares of The Liberty Corporation common stock and related Rights to Purchase Series A Participating Cumulative Preferred Stock, which securities are to be offered to officers, other key employees and directors of The Liberty Corporation and its subsidiaries in accordance with and pursuant to the Program, granting unto such attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as I might or could do in person, hereby ratifying and confirming all that such attorneys-in-fact and agents, or their substitutes, may lawfully do or cause to be done by virtue hereof. This Power of Attorney shall not be affected by my physical disability or mental incompetence which renders me incapable of managing my own estate except as provided by applicable statute. IN WITNESS WHEREOF, I have hereunto set my hand and seal this 22nd day of May, 2000. /s/ John R. Farmer (Seal) ------------------------------------ Director, The Liberty Corporation A South Carolina Corporation /s/ Marjorie K. Williams (Seal) - --------------------------- Notary Public for South Carolina My Commission Expires: 7/06/2004 EX-24.3 6 POWER OF ATTORNEY/JOHNSON 1 Exhibit 24.3 SPECIAL POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS that I, W. W. Johnson, Director of The Liberty Corporation, do hereby constitute and appoint Martha G. Williams and Susan E. Cyr and each of them, 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 sign a Registration Statement on Form S-8 and any amendments thereto (including any post-effective amendments) for The Performance Incentive Compensation Program, As Amended and Restated on February 1, 2000 (the "Program") of The Liberty Corporation and to file the same with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission under the Securities Act of 1933, with respect to the registration in mid-2000 of shares of The Liberty Corporation common stock and related Rights to Purchase Series A Participating Cumulative Preferred Stock, which securities are to be offered to officers, other key employees and directors of The Liberty Corporation and its subsidiaries in accordance with and pursuant to the Program, granting unto such attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as I might or could do in person, hereby ratifying and confirming all that such attorneys-in-fact and agents, or their substitutes, may lawfully do or cause to be done by virtue hereof. This Power of Attorney shall not be affected by my physical disability or mental incompetence which renders me incapable of managing my own estate except as provided by applicable statute. IN WITNESS WHEREOF, I have hereunto set my hand and seal this 18th day of May, 2000. /s/ W. W. Johnson (Seal) --------------------------- Director, The Liberty Corporation A South Carolina Corporation /s/ Marjorie K. Williams (Seal) - --------------------------- Notary Public for South Carolina My Commission Expires: 7/06/2004 EX-24.4 7 POWER OF ATTORNEY/MCCOY 1 Exhibit 24.4 SPECIAL POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS that I, William O. McCoy, Director of The Liberty Corporation, do hereby constitute and appoint Martha G. Williams and Susan E. Cyr and each of them, 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 sign a Registration Statement on Form S-8 and any amendments thereto (including any post-effective amendments) for The Performance Incentive Compensation Program, As Amended and Restated on February 1, 2000 (the "Program") of The Liberty Corporation and to file the same with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission under the Securities Act of 1933, with respect to the registration in mid-2000 of shares of The Liberty Corporation common stock and related Rights to Purchase Series A Participating Cumulative Preferred Stock, which securities are to be offered to officers, other key employees and directors of The Liberty Corporation and its subsidiaries in accordance with and pursuant to the Program, granting unto such attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as I might or could do in person, hereby ratifying and confirming all that such attorneys-in-fact and agents, or their substitutes, may lawfully do or cause to be done by virtue hereof. This Power of Attorney shall not be affected by my physical disability or mental incompetence which renders me incapable of managing my own estate except as provided by applicable statute. IN WITNESS WHEREOF, I have hereunto set my hand and seal this 11th day of May, 2000. /s/ W. O. McCoy (Seal) ------------------------------------ Director, The Liberty Corporation A South Carolina Corporation /s/ Barbara J. Leonard(Seal) - ---------------------- Notary Public for Durham, North Carolina My Commission Expires: July 8, 2002 EX-24.5 8 POWER OF ATTORNEY/MULLIN 1 Exhibit 24.5 SPECIAL POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS that I, John H. Mullin, III, Director of The Liberty Corporation, do hereby constitute and appoint Martha G. Williams and Susan E. Cyr and each of them, 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 sign a Registration Statement on Form S-8 and any amendments thereto (including any post-effective amendments) for The Performance Incentive Compensation Program, As Amended and Restated on February 1, 2000 (the "Program") of The Liberty Corporation and to file the same with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission under the Securities Act of 1933, with respect to the registration in mid-2000 of shares of The Liberty Corporation common stock and related Rights to Purchase Series A Participating Cumulative Preferred Stock, which securities are to be offered to officers, other key employees and directors of The Liberty Corporation and its subsidiaries in accordance with and pursuant to the Program, granting unto such attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as I might or could do in person, hereby ratifying and confirming all that such attorneys-in-fact and agents, or their substitutes, may lawfully do or cause to be done by virtue hereof. This Power of Attorney shall not be affected by my physical disability or mental incompetence which renders me incapable of managing my own estate except as provided by applicable statute. IN WITNESS WHEREOF, I have hereunto set my hand and seal this 11th day of May, 2000. /s/ John H. Mullin, III (Seal) ------------------------------------ Director, The Liberty Corporation A South Carolina Corporation Marjorie K. Williams(Seal) - -------------------- Notary Public for State of South Carolina My Commission Expires: 7/06/2004 EX-24.6 9 POWER OF ATTORNEY/PAYTON 1 Exhibit 24.6 SPECIAL POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS that I, Benjamin F. Payton, Director of The Liberty Corporation, do hereby constitute and appoint Martha G. Williams and Susan E. Cyr and each of them, 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 sign a Registration Statement on Form S-8 and any amendments thereto (including any post-effective amendments) for The Performance Incentive Compensation Program, As Amended and Restated on February 1, 2000 (the "Program") of The Liberty Corporation and to file the same with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission under the Securities Act of 1933, with respect to the registration in mid-2000 of shares of The Liberty Corporation common stock and related Rights to Purchase Series A Participating Cumulative Preferred Stock, which securities are to be offered to officers, other key employees and directors of The Liberty Corporation and its subsidiaries in accordance with and pursuant to the Program, granting unto such attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as I might or could do in person, hereby ratifying and confirming all that such attorneys-in-fact and agents, or their substitutes, may lawfully do or cause to be done by virtue hereof. This Power of Attorney shall not be affected by my physical disability or mental incompetence which renders me incapable of managing my own estate except as provided by applicable statute. IN WITNESS WHEREOF, I have hereunto set my hand and seal this 10th day of May, 2000. /s/ Benjamin F. Payton (Seal) ------------------------------------ Director, The Liberty Corporation A South Carolina Corporation /s/ Marjorie K. Williams(Seal) - ------------------------ Notary Public for State of South Carolina My Commission Expires: 7/6/2004 EX-24.7 10 POWER OF ATTORNEY/ROACH 1 Exhibit 24.7 SPECIAL POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS that I, J. Thurston Roach, Director of The Liberty Corporation, do hereby constitute and appoint Martha G. Williams and Susan E. Cyr and each of them, 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 sign a Registration Statement on Form S-8 and any amendments thereto (including any post-effective amendments) for The Performance Incentive Compensation Program, As Amended and Restated on February 1, 2000 (the "Program") of The Liberty Corporation and to file the same with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission under the Securities Act of 1933, with respect to the registration in mid-2000 of shares of The Liberty Corporation common stock and related Rights to Purchase Series A Participating Cumulative Preferred Stock, which securities are to be offered to officers, other key employees and directors of The Liberty Corporation and its subsidiaries in accordance with and pursuant to the Program, granting unto such attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as I might or could do in person, hereby ratifying and confirming all that such attorneys-in-fact and agents, or their substitutes, may lawfully do or cause to be done by virtue hereof. This Power of Attorney shall not be affected by my physical disability or mental incompetence which renders me incapable of managing my own estate except as provided by applicable statute. IN WITNESS WHEREOF, I have hereunto set my hand and seal this 10th day of May, 2000. /s/ J. Thurston Roach (Seal) ------------------------------------ Director, The Liberty Corporation A South Carolina Corporation /s/ Marjorie K. Williams(Seal) - ------------------------ Notary Public for State of South Carolina My Commission Expires: 7/06/2004 EX-24.8 11 POWER OF ATTORNEY/STONE 1 Exhibit 24.8 SPECIAL POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS that I, Eugene E. Stone, IV, Director of The Liberty Corporation, do hereby constitute and appoint Martha G. Williams and Susan E. Cyr and each of them, 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 sign a Registration Statement on Form S-8 and any amendments thereto (including any post-effective amendments) for The Performance Incentive Compensation Program, As Amended and Restated on February 1, 2000 (the "Program") of The Liberty Corporation and to file the same with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission under the Securities Act of 1933, with respect to the registration in mid-2000 of shares of The Liberty Corporation common stock and related Rights to Purchase Series A Participating Cumulative Preferred Stock, which securities are to be offered to officers, other key employees and directors of The Liberty Corporation and its subsidiaries in accordance with and pursuant to the Program, granting unto such attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as I might or could do in person, hereby ratifying and confirming all that such attorneys-in-fact and agents, or their substitutes, may lawfully do or cause to be done by virtue hereof. This Power of Attorney shall not be affected by my physical disability or mental incompetence which renders me incapable of managing my own estate except as provided by applicable statute. IN WITNESS WHEREOF, I have hereunto set my hand and seal this 10th day of May, 2000. /s/ Eugene E. Stone, IV (Seal) ------------------------------------ Director, The Liberty Corporation A South Carolina Corporation /s/ Jerome V. Martin(Seal) - -------------------- Notary Public for South Carolina My Commission Expires: October 13, 2007 EX-24.9 12 POWER OF ATTORNEY/TIMMERMAN 1 Exhibit 24.9 SPECIAL POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS that I, William B. Timmerman, Director of The Liberty Corporation, do hereby constitute and appoint Martha G. Williams and Susan E. Cyr and each of them, 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 sign a Registration Statement on Form S-8 and any amendments thereto (including any post-effective amendments) for The Performance Incentive Compensation Program, As Amended and Restated on February 1, 2000 (the "Program") of The Liberty Corporation and to file the same with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission under the Securities Act of 1933, with respect to the registration in mid-2000 of shares of The Liberty Corporation common stock and related Rights to Purchase Series A Participating Cumulative Preferred Stock, which securities are to be offered to officers, other key employees and directors of The Liberty Corporation and its subsidiaries in accordance with and pursuant to the Program, granting unto such attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as I might or could do in person, hereby ratifying and confirming all that such attorneys-in-fact and agents, or their substitutes, may lawfully do or cause to be done by virtue hereof. This Power of Attorney shall not be affected by my physical disability or mental incompetence which renders me incapable of managing my own estate except as provided by applicable statute. IN WITNESS WHEREOF, I have hereunto set my hand and seal this 10th day of May, 2000. /s/ William B. Timmerman (Seal) ------------------------------------ Director, The Liberty Corporation A South Carolina Corporation /s/ Nancy B. Anderson(Seal) - --------------------- Notary Public for South Carolina My Commission Expires: June 28, 2009
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