Exhibit 24.1

                       POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS:  That the undersigned, a
director or officer, or both, of American Freightways Corporation
(the "Corporation"), acting pursuant to authorization of the Board
of Directors of the Corporation, hereby appoints either of Tom
Garrison and Frank Conner, attorneys-in-fact and agents for me and
in my name and on my behalf, individually and as a director or
officer, or both, of the Corporation, to sign one or more
Registration Statements on Form S-8, together with all necessary
exhibits, and any amendments (including post effective amendments)
and supplements thereto, to be filed with the Securities and
Exchange Commission under the Securities Act of 1933, as amended
(the "Act"), with respect to the issuance and sale of shares of
common stock, $0.01 par value, of the Corporation to be issued or
delivered in accordance with the American Freightways Corporation
1999 Chairman Stock Option Plan, the American Freightways
Corporation 1999 Employee Stock Purchase Plan and the American
Freightways Amended and Restated 1993 Stock Option Plan, and
generally to do and perform all things necessary to be done in
connection with the foregoing as fully in all respects as I could
do personally.

     IN WITNESS WHEREOF, I have hereunto set my hand this 7th day
of May, 1999.

                              Signed:/s/ F. S. Garrison
                                   ----------------------------
                              Name:     F. S. GARRISON

                              Signed:/s/ Frank Conner
                                   ----------------------------
                              Name:     FRANK CONNER

                              Signed:/s/ Tom Garrison
                                   ----------------------------
                              Name:     TOM GARRISON

                              Signed:/s/ Will Garrison
                                   ----------------------------
                              Name:     WILL GARRISON

                              Signed:/s/ John Paul Hammerschmidt
                                   ----------------------------
                              Name:     JOHN PAUL HAMMERSCHMIDT

                              Signed:/s/ T. J. Jones
                                   ----------------------------
                              Name:     T. J. JONES

                              Signed:/s/ Ken Reeves
                                   ----------------------------
                              Name:     KEN REEVES

                              Signed:   /s/ William Stiritz
                                   ----------------------------
                              Name:     WILLIAM STIRITZ

                              Signed:   /s/ Doyle Z. Williams
                                   ----------------------------
                              Name:     DOYLE Z. WILLIAMS