Exhibit 24



                        POWER OF ATTORNEY

                     KENTUCKY POWER COMPANY
      Annual Report on Form lO-K for the Fiscal Year Ended
                        December 31, 1993                 


     The undersigned directors of KENTUCKY POWER COMPANY, a
Kentucky corporation (the "Company"), do hereby constitute and
appoint E. LINN DRAPER, JR., G. P. MALONEY, A. JOSEPH DOWD and P.
J. DE MARIA, and each of them, their attorneys-in-fact and
agents, to execute for them, and in their names, and in any and
all of their capacities, the Annual Report of the Company on Form
lO-K, pursuant to Section 13 of the Securities Exchange Act of
1934, for the fiscal year ended December 31, 1993, and any and
all amendments thereto, and to file the same, with all exhibits
thereto and other documents in connection therewith, with the
Securities and Exchange Commission, granting unto said attorneys-
in-fact and agents, and each of them, full power and authority to
do and perform every act and thing required or necessary to be
done, as fully to all intents and purposes as the undersigned
might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact and agents, or any of them, may
lawfully do or cause to be done by virtue hereof.

     IN WITNESS WHEREOF, the undersigned have signed these
presents this 24th day of February, 1994.


 /s/ C. R. Boyle, III               /s/ Wm. J. Lhota          
C. R. Boyle, III                   Wm. J. Lhota


 /s/ P. J. DeMaria                  /s/ G. P. Maloney         
P. J. DeMaria                      G. P. Maloney


 /s/ A. Joseph Dowd                 /s/ Ronald A. Petti       
A. Joseph Dowd                     Ronald A. Petti


 /s/ E. Linn Draper, Jr.   
E. Linn Draper, Jr.