POWER OF ATTORNEY

         KNOW  ALL MEN BY THESE  PRESENTS,  that  each  person  whose  signature
appears below  constitutes and appoints James H. Blanchard,  James D. Yancey and
Stephen  L.  Burts,  Jr.,  and  each  of  them,  his  or  her  true  and  lawful
attorney(s)-in-fact   and  agent(s),   with  full  power  of  substitution   and
resubstitution,  for him or her and in his or her name,  place and stead, in any
and all capacities, to sign any or all amendments to this Registration Statement
and to file the  same,  with all  exhibits  and  schedules  thereto,  and  other
documents in connection therewith,  with the Securities and Exchange Commission,
granting unto said  attorney(s)-in-fact and agent(s) 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 he or she
might or could do in  person,  hereby  ratifying  and  confirming  all that said
attorney(s)-in-fact  and agent(s),  or their  substitute(s),  may lawfully do or
cause to be done by virtue hereof.

         Pursuant to the  requirements  of  Securities  Act of 1933, as amended,
this  Registration  Statement  has been signed by the  following  persons in the
capacities and on the dates indicated.

/s/William B. Turner                                 Date: July 16, 1999
- -------------------------------
William B. Turner,
Director and Chairman of
the Executive Committee


/s/James H. Blanchard                                Date: July 16, 1999
- -------------------------------
James H. Blanchard,
Chairman of the Board and
Principal Executive Officer


/s/James D. Yancey                                   Date: July 16, 1999
- -----------------------------
James D. Yancey,
President and Director


/s/Richard E. Anthony                                Date: July 16, 1999
- ------------------------------
Richard E. Anthony,
Vice Chairman of the Board


/s/Walter M. Deriso, Jr.                             Date: July 16, 1999
- ------------------------------
Walter M. Deriso, Jr.,
Vice Chairman of the Board


/s/Stephen L. Burts, Jr.                             Date: July 16, 1999
- ------------------------------
Stephen L. Burts, Jr.,
Vice Chairman of the Board


/s/Thomas J. Prescott                                Date: July 16, 1999
- ------------------------------
Thomas J. Prescott,
Executive Vice President, Treasurer,
Principal Accounting and Financial Officer


- --------------------------------                     Date:
Joe E. Beverly,
Director


/s/Richard Y. Bradley                                Date: July 16, 1999
- -----------------------------
Richard Y. Bradley,
Director


- --------------------------------                     Date:
C. Edward Floyd,
Director


/s/Gardiner W. Garrard, Jr.                          Date: July 16, 1999
- ------------------------------
Gardiner W. Garrard, Jr.,
Director


- --------------------------------                     Date:
V. Nathaniel Hansford,
Director



/s/John P. Illges, III                               Date: July 16, 1999
- ----------------------------
John P. Illges, III,
Director


/s/Mason H. Lampton                                  Date: July 16, 1999
- ---------------------------
Mason H. Lampton,
Director


- --------------------------------                     Date:
Elizabeth C. Ogie,
Director


/s/H. Lynn Page                                      Date: July 16, 1999
- ---------------------------
H. Lynn Page,
Director


- --------------------------------                     Date:
Robert V. Royall, Jr.,
Director


- --------------------------------                     Date:
Melvin T. Stith,
Director



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