Exhibit 24



                                POWER OF ATTORNEY
                                _________________



          The undersigned, as a director of CIPSCO Incorporated, does hereby
constitute and appoint C. L. Greenwalt and R. W. Jackson, and each of them,
his or her true and lawful attorneys and agents, each with full power and
authority (acting alone and without the other) to execute in the name and on
behalf of the undersigned, in his or her capacity, the CIPSCO Incorporated
Annual Report on Form 10-K for 1994, and any amendments thereto, to be filed
under the Securities Exchange Act of 1934, as amended; hereby granting to such
attorneys and agents, and each of them, full power of substitution and
revocation in the premises; and hereby ratifying and confirming all that such
attorneys and agents, or either of them, may do or cause to be done by virtue
of this Power of Attorney.

          IN WITNESS WHEREOF, I have hereunto set my hand and seal this 6th
day of December, 1994.



                                          /s/  William J. Alley
                                        _______________________________ (SEAL)
                                               William J. Alley


Subscribed and sworn to
before me this 6th day
of December, 1994.


  /s/  Janet K. Cooper
_________________________
      Notary Public

My commission expires:

March 27, 1995









                                       153




                                POWER OF ATTORNEY
                                _________________



          The undersigned, as a director of CIPSCO Incorporated, does hereby
constitute and appoint C. L. Greenwalt and R. W. Jackson, and each of them,
his or her true and lawful attorneys and agents, each with full power and
authority (acting alone and without the other) to execute in the name and on
behalf of the undersigned, in his or her capacity, the CIPSCO Incorporated
Annual Report on Form 10-K for 1994, and any amendments thereto, to be filed
under the Securities Exchange Act of 1934, as amended; hereby granting to such
attorneys and agents, and each of them, full power of substitution and
revocation in the premises; and hereby ratifying and confirming all that such
attorneys and agents, or either of them, may do or cause to be done by virtue
of this Power of Attorney.

          IN WITNESS WHEREOF, I have hereunto set my hand and seal this 6th
day of December, 1994.



                                            /s/  John L. Heath
                                        _______________________________ (SEAL)
                                                 John L. Heath


Subscribed and sworn to
before me this 6th day
of December, 1994.


  /s/  Janet K. Cooper
_________________________
      Notary Public

My commission expires:

March 27, 1995









                                       154




                                POWER OF ATTORNEY
                                _________________



          The undersigned, as a director of CIPSCO Incorporated, does hereby
constitute and appoint C. L. Greenwalt and R. W. Jackson, and each of them,
his or her true and lawful attorneys and agents, each with full power and
authority (acting alone and without the other) to execute in the name and on
behalf of the undersigned, in his or her capacity, the CIPSCO Incorporated
Annual Report on Form 10-K for 1994, and any amendments thereto, to be filed
under the Securities Exchange Act of 1934, as amended; hereby granting to such
attorneys and agents, and each of them, full power of substitution and
revocation in the premises; and hereby ratifying and confirming all that such
attorneys and agents, or either of them, may do or cause to be done by virtue
of this Power of Attorney.

          IN WITNESS WHEREOF, I have hereunto set my hand and seal this 6th
day of December, 1994.



                                          /s/  Gordon R. Lohman
                                        _______________________________ (SEAL)
                                               Gordon R. Lohman


Subscribed and sworn to
before me this 6th day
of December, 1994.


  /s/  Janet K. Cooper
_________________________
      Notary Public

My commission expires:

March 27, 1995









                                       155




                                POWER OF ATTORNEY
                                _________________



          The undersigned, as a director of CIPSCO Incorporated, does hereby
constitute and appoint C. L. Greenwalt and R. W. Jackson, and each of them,
his or her true and lawful attorneys and agents, each with full power and
authority (acting alone and without the other) to execute in the name and on
behalf of the undersigned, in his or her capacity, the CIPSCO Incorporated
Annual Report on Form 10-K for 1994, and any amendments thereto, to be filed
under the Securities Exchange Act of 1934, as amended; hereby granting to such
attorneys and agents, and each of them, full power of substitution and
revocation in the premises; and hereby ratifying and confirming all that such
attorneys and agents, or either of them, may do or cause to be done by virtue
of this Power of Attorney.

          IN WITNESS WHEREOF, I have hereunto set my hand and seal this 6th
day of December, 1994.



                                          /s/  Hanne M. Merriman 
                                        _______________________________ (SEAL)
                                               Hanne M. Merriman


Subscribed and sworn to
before me this 6th day
of December, 1994.


  /s/  Janet K. Cooper
_________________________
      Notary Public

My commission expires:

March 27, 1995








                                          
                                       156




                                POWER OF ATTORNEY
                                _________________



          The undersigned, as a director of CIPSCO Incorporated, does hereby
constitute and appoint C. L. Greenwalt and R. W. Jackson, and each of them,
his or her true and lawful attorneys and agents, each with full power and
authority (acting alone and without the other) to execute in the name and on
behalf of the undersigned, in his or her capacity, the CIPSCO Incorporated
Annual Report on Form 10-K for 1994, and any amendments thereto, to be filed
under the Securities Exchange Act of 1934, as amended; hereby granting to such
attorneys and agents, and each of them, full power of substitution and
revocation in the premises; and hereby ratifying and confirming all that such
attorneys and agents, or either of them, may do or cause to be done by virtue
of this Power of Attorney.

          IN WITNESS WHEREOF, I have hereunto set my hand and seal this 6th
day of December, 1994.



                                          /s/  Donald G. Raymer
                                        _______________________________ (SEAL)
                                               Donald G. Raymer


Subscribed and sworn to
before me this 6th day
of December, 1994.


  /s/  Janet K. Cooper
_________________________
      Notary Public

My commission expires:

March 27, 1995








                                         
                                       157




                                POWER OF ATTORNEY
                                _________________



          The undersigned, as a director of CIPSCO Incorporated, does hereby
constitute and appoint C. L. Greenwalt and R. W. Jackson, and each of them,
his or her true and lawful attorneys and agents, each with full power and
authority (acting alone and without the other) to execute in the name and on
behalf of the undersigned, in his or her capacity, the CIPSCO Incorporated
Annual Report on Form 10-K for 1994, and any amendments thereto, to be filed
under the Securities Exchange Act of 1934, as amended; hereby granting to such
attorneys and agents, and each of them, full power of substitution and
revocation in the premises; and hereby ratifying and confirming all that such
attorneys and agents, or either of them, may do or cause to be done by virtue
of this Power of Attorney.

          IN WITNESS WHEREOF, I have hereunto set my hand and seal this 6th
day of December, 1994.



                                          /s/  Thomas L. Shade
                                        _______________________________ (SEAL)
                                               Thomas L. Shade


Subscribed and sworn to
before me this 6th day
of December, 1994.


  /s/  Janet K. Cooper
_________________________
      Notary Public

My commission expires:

March 27, 1995







                                          

                                       158




                                POWER OF ATTORNEY
                                _________________



          The undersigned, as a director of CIPSCO Incorporated, does hereby
constitute and appoint C. L. Greenwalt and R. W. Jackson, and each of them,
his or her true and lawful attorneys and agents, each with full power and
authority (acting alone and without the other) to execute in the name and on
behalf of the undersigned, in his or her capacity, the CIPSCO Incorporated
Annual Report on Form 10-K for 1994, and any amendments thereto, to be filed
under the Securities Exchange Act of 1934, as amended; hereby granting to such
attorneys and agents, and each of them, full power of substitution and
revocation in the premises; and hereby ratifying and confirming all that such
attorneys and agents, or either of them, may do or cause to be done by virtue
of this Power of Attorney.

          IN WITNESS WHEREOF, I have hereunto set my hand and seal this 6th
day of December, 1994.



                                          /s/  James W. Wogsland
                                        _______________________________ (SEAL)
                                               James W. Wogsland


Subscribed and sworn to
before me this 6th day
of December, 1994.


  /s/  Janet K. Cooper
_________________________
      Notary Public

My commission expires:

March 27, 1995









                                       159