POWER OF ATTORNEY

    The undersigned director of Vulcan Materials Company, a New Jersey
corporation, hereby nominates, constitutes and appoints William F.  Denson,
III, and E. Starke Sydnor, and each of them, the true and lawful attorneys of
the undersigned to sign the name of the undersigned as director to the Report
on Form 10-K for the year ended December 31, 1995 of said corporation to be
filed with the Securities and Exchange Commission under the Securities
Exchange Act of 1934, as amended, and to any and all amendments to said
report.

    The undersigned hereby grants to said attorneys full power of
substitution, resubstitution and revocation, all as fully as the undersigned
could do if personally present, hereby ratifying all that said attorneys or
their substitutes may lawfully do by virtue hereof.

    IN WITNESS WHEREOF, the undersigned director of Vulcan Materials Company
has executed this Power of Attorney this 1st day of February, 1996.

                                            /s/ Marion H. Antonini
                                              Marion H. Antonini