EX-24 2 johnsonpoa.txt POA POWER OF ATTORNEY Know all by these present that the undersigned hereby constitutes and appoints each of Thomas C Merchant and Elisabeth F Craig or any of them signing singly and with full power of substitution the undersigneds true and lawful attorney in fact to 1 prepare execute and file with the US Securities and Exchange Commission SEC for and on behalf of the undersigned in the undersigneds capacity as an executive officer of Legg Mason Inc the Company Forms 3 4 and 5 in accordance with Section 16 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 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 facts discretion The undersigned hereby grants to each such attorney infact 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 facts 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 undersigneds 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 undersigneds 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 2 day of April 2013 signature Terence Johnson Terence Johnson