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                                                              Exhibit 24


                                POWER OF ATTORNEY

      WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (the
"Company"), proposes to file with the Securities and Exchange Commission a
Registration Statement on Form S-4 relating to shares of the Company's common
stock which will be issued in connection with the proposed merger of a
subsidiary of the Company and NYNEX Corporation.

      NOW, THEREFORE, the undersigned hereby appoints Raymond W. Smith and
William O. Albertini, and each of them, as attorney for the undersigned, for the
purpose of executing and filing such Registration Statement or any amendment
thereto, hereby giving said attorney full authority to perform all acts
necessary thereto as fully as the undersigned could do if personally present and
hereby ratifying all that said attorney may lawfully do or cause to be done by
virtue hereof.

      IN WITNESS WHEREOF, the undersigned has executed this POWER OF ATTORNEY
this 25th day of August, 1996.


                                                  /s/ William W. Adams
                                                -------------------------
                                                      WILLIAM W. ADAMS
   2
                                POWER OF ATTORNEY

      WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (the
"Company"), proposes to file with the Securities and Exchange Commission a
Registration Statement on Form S-4 relating to shares of the Company's common
stock which will be issued in connection with the proposed merger of a
subsidiary of the Company and NYNEX Corporation.

      NOW, THEREFORE, the undersigned hereby appoints Raymond W. Smith as
attorney for the undersigned, for the purpose of executing and filing such
Registration Statement or any amendment thereto, hereby giving said attorney
full authority to perform all acts necessary thereto as fully as the undersigned
could do if personally present and hereby ratifying all that said attorney may
lawfully do or cause to be done by virtue hereof.

      IN WITNESS WHEREOF, the undersigned has executed this POWER OF ATTORNEY
this 26th day of August, 1996.


                                                  /s/ William O. Albertini 
                                                -----------------------------
                                                      WILLIAM O. ALBERTINI
   3
                                POWER OF ATTORNEY

      WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (the
"Company"), proposes to file with the Securities and Exchange Commission a
Registration Statement on Form S-4 relating to shares of the Company's common
stock which will be issued in connection with the proposed merger of a
subsidiary of the Company and NYNEX Corporation.

      NOW, THEREFORE, the undersigned hereby appoints Raymond W. Smith and
William O. Albertini, and each of them, as attorney for the undersigned, for the
purpose of executing and filing such Registration Statement or any amendment
thereto, hereby giving said attorney full authority to perform all acts
necessary thereto as fully as the undersigned could do if personally present and
hereby ratifying all that said attorney may lawfully do or cause to be done by
virtue hereof.

      IN WITNESS WHEREOF, the undersigned has executed this POWER OF ATTORNEY
this 27th day of August, 1996.


                                                  /s/ Lawrence T. Babbio, Jr.
                                                -------------------------------
                                                      LAWRENCE T. BABBIO, JR.
   4
                                POWER OF ATTORNEY

      WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (the
"Company"), proposes to file with the Securities and Exchange Commission a
Registration Statement on Form S-4 relating to shares of the Company's common
stock which will be issued in connection with the proposed merger of a
subsidiary of the Company and NYNEX Corporation.

      NOW, THEREFORE, the undersigned hereby appoints Raymond W. Smith and
William O. Albertini, and each of them, as attorney for the undersigned, for the
purpose of executing and filing such Registration Statement or any amendment
thereto, hereby giving said attorney full authority to perform all acts
necessary thereto as fully as the undersigned could do if personally present and
hereby ratifying all that said attorney may lawfully do or cause to be done by
virtue hereof.

      IN WITNESS WHEREOF, the undersigned has executed this POWER OF ATTORNEY
this 25th day of August, 1996.


                                                  /s/ Thomas E. Bolger
                                                -------------------------
                                                      THOMAS E. BOLGER
   5
                                POWER OF ATTORNEY

      WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (the
"Company"), proposes to file with the Securities and Exchange Commission a
Registration Statement on Form S-4 relating to shares of the Company's common
stock which will be issued in connection with the proposed merger of a
subsidiary of the Company and NYNEX Corporation.

      NOW, THEREFORE, the undersigned hereby appoints Raymond W. Smith and
William O. Albertini, and each of them, as attorney for the undersigned, for the
purpose of executing and filing such Registration Statement or any amendment
thereto, hereby giving said attorney full authority to perform all acts
necessary thereto as fully as the undersigned could do if personally present and
hereby ratifying all that said attorney may lawfully do or cause to be done by
virtue hereof.

      IN WITNESS WHEREOF, the undersigned has executed this POWER OF ATTORNEY
this 24th day of August, 1996.


                                                  /s/ Frank C. Carlucci
                                               -----------------------------
                                                      FRANK C. CARLUCCI
   6
                                POWER OF ATTORNEY

      WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (the
"Company"), proposes to file with the Securities and Exchange Commission a
Registration Statement on Form S-4 relating to shares of the Company's common
stock which will be issued in connection with the proposed merger of a
subsidiary of the Company and NYNEX Corporation.

      NOW, THEREFORE, the undersigned hereby appoints Raymond W. Smith and
William O. Albertini, and each of them, as attorney for the undersigned, for the
purpose of executing and filing such Registration Statement or any amendment
thereto, hereby giving said attorney full authority to perform all acts
necessary thereto as fully as the undersigned could do if personally present and
hereby ratifying all that said attorney may lawfully do or cause to be done by
virtue hereof.

      IN WITNESS WHEREOF, the undersigned has executed this POWER OF ATTORNEY
this 27th day of August, 1996.


                                                  /s/ James G. Cullen
                                                -------------------------
                                                      JAMES G. CULLEN
   7
                                POWER OF ATTORNEY

      WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (the
"Company"), proposes to file with the Securities and Exchange Commission a
Registration Statement on Form S-4 relating to shares of the Company's common
stock which will be issued in connection with the proposed merger of a
subsidiary of the Company and NYNEX Corporation.

      NOW, THEREFORE, the undersigned hereby appoints Raymond W. Smith and
William O. Albertini, and each of them, as attorney for the undersigned, for the
purpose of executing and filing such Registration Statement or any amendment
thereto, hereby giving said attorney full authority to perform all acts
necessary thereto as fully as the undersigned could do if personally present and
hereby ratifying all that said attorney may lawfully do or cause to be done by
virtue hereof.

      IN WITNESS WHEREOF, the undersigned has executed this POWER OF ATTORNEY
this 26th day of August, 1996.


                                                  /s/ James H. Gilliam, Jr.
                                                -----------------------------
                                                      JAMES H. GILLIAM, JR.
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                                POWER OF ATTORNEY

      WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (the
"Company"), proposes to file with the Securities and Exchange Commission a
Registration Statement on Form S-4 relating to shares of the Company's common
stock which will be issued in connection with the proposed merger of a
subsidiary of the Company and NYNEX Corporation.

      NOW, THEREFORE, the undersigned hereby appoints Raymond W. Smith and
William O. Albertini, and each of them, as attorney for the undersigned, for the
purpose of executing and filing such Registration Statement or any amendment
thereto, hereby giving said attorney full authority to perform all acts
necessary thereto as fully as the undersigned could do if personally present and
hereby ratifying all that said attorney may lawfully do or cause to be done by
virtue hereof.

      IN WITNESS WHEREOF, the undersigned has executed this POWER OF ATTORNEY
this 28th day of August, 1996.


                                                  /s/ Thomas H. Kean
                                                -----------------------------
                                                      THOMAS H. KEAN
   9
                                POWER OF ATTORNEY

      WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (the
"Company"), proposes to file with the Securities and Exchange Commission a
Registration Statement on Form S-4 relating to shares of the Company's common
stock which will be issued in connection with the proposed merger of a
subsidiary of the Company and NYNEX Corporation.

      NOW, THEREFORE, the undersigned hereby appoints Raymond W. Smith and
William O. Albertini, and each of them, as attorney for the undersigned, for the
purpose of executing and filing such Registration Statement or any amendment
thereto, hereby giving said attorney full authority to perform all acts
necessary thereto as fully as the undersigned could do if personally present and
hereby ratifying all that said attorney may lawfully do or cause to be done by
virtue hereof.

      IN WITNESS WHEREOF, the undersigned has executed this POWER OF ATTORNEY
this 26th day of August, 1996.


                                                  /s/ John F. Maypole
                                                -----------------------------
                                                      JOHN F. MAYPOLE
   10
                                POWER OF ATTORNEY

      WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (the
"Company"), proposes to file with the Securities and Exchange Commission a
Registration Statement on Form S-4 relating to shares of the Company's common
stock which will be issued in connection with the proposed merger of a
subsidiary of the Company and NYNEX Corporation.

      NOW, THEREFORE, the undersigned hereby appoints Raymond W. Smith and
William O. Albertini, and each of them, as attorney for the undersigned, for the
purpose of executing and filing such Registration Statement or any amendment
thereto, hereby giving said attorney full authority to perform all acts
necessary thereto as fully as the undersigned could do if personally present and
hereby ratifying all that said attorney may lawfully do or cause to be done by
virtue hereof.

      IN WITNESS WHEREOF, the undersigned has executed this POWER OF ATTORNEY
this 27th day of August, 1996.


                                                  /s/ Joseph Neubauer
                                                -----------------------------
                                                      JOSEPH NEUBAUER
   11
                                POWER OF ATTORNEY

      WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (the
"Company"), proposes to file with the Securities and Exchange Commission a
Registration Statement on Form S-4 relating to shares of the Company's common
stock which will be issued in connection with the proposed merger of a
subsidiary of the Company and NYNEX Corporation.

      NOW, THEREFORE, the undersigned hereby appoints Raymond W. Smith and
William O. Albertini, and each of them, as attorney for the undersigned, for the
purpose of executing and filing such Registration Statement or any amendment
thereto, hereby giving said attorney full authority to perform all acts
necessary thereto as fully as the undersigned could do if personally present and
hereby ratifying all that said attorney may lawfully do or cause to be done by
virtue hereof.

      IN WITNESS WHEREOF, the undersigned has executed this POWER OF ATTORNEY
this 23rd day of August, 1996.


                                                  /s/ Thomas H. O'Brien
                                                -----------------------------
                                                      THOMAS H. O'BRIEN
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                                POWER OF ATTORNEY

      WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (the
"Company"), proposes to file with the Securities and Exchange Commission a
Registration Statement on Form S-4 relating to shares of the Company's common
stock which will be issued in connection with the proposed merger of a
subsidiary of the Company and NYNEX Corporation.

      NOW, THEREFORE, the undersigned hereby appoints Raymond W. Smith and
William O. Albertini, and each of them, as attorney for the undersigned, for the
purpose of executing and filing such Registration Statement or any amendment
thereto, hereby giving said attorney full authority to perform all acts
necessary thereto as fully as the undersigned could do if personally present and
hereby ratifying all that said attorney may lawfully do or cause to be done by
virtue hereof.

      IN WITNESS WHEREOF, the undersigned has executed this POWER OF ATTORNEY
this 26th day of August, 1996.


                                                  /s/ Eckhard Pfeiffer
                                                -----------------------------
                                                      ECKHARD PFEIFFER
   13
                                POWER OF ATTORNEY

      WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (the
"Company"), proposes to file with the Securities and Exchange Commission a
Registration Statement on Form S-4 relating to shares of the Company's common
stock which will be issued in connection with the proposed merger of a
subsidiary of the Company and NYNEX Corporation.

      NOW, THEREFORE, the undersigned hereby appoints Raymond W. Smith and
William O. Albertini, and each of them, as attorney for the undersigned, for the
purpose of executing and filing such Registration Statement or any amendment
thereto, hereby giving said attorney full authority to perform all acts
necessary thereto as fully as the undersigned could do if personally present and
hereby ratifying all that said attorney may lawfully do or cause to be done by
virtue hereof.

      IN WITNESS WHEREOF, the undersigned has executed this POWER OF ATTORNEY
this 27th day of August, 1996.


                                                  /s/ Rozanne L. Ridgway
                                                -----------------------------
                                                      ROZANNE L. RIDGWAY
   14
                                POWER OF ATTORNEY

      WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (the
"Company"), proposes to file with the Securities and Exchange Commission a
Registration Statement on Form S-4 relating to shares of the Company's common
stock which will be issued in connection with the proposed merger of a
subsidiary of the Company and NYNEX Corporation.

      NOW, THEREFORE, the undersigned hereby appoints William O. Albertini, as
attorney for the undersigned, for the purpose of executing and filing such
Registration Statement or any amendment thereto, hereby giving said attorney
full authority to perform all acts necessary thereto as fully as the undersigned
could do if personally present and hereby ratifying all that said attorney may
lawfully do or cause to be done by virtue hereof.

      IN WITNESS WHEREOF, the undersigned has executed this POWER OF ATTORNEY
this 27th day of August, 1996.


                                                  /s/ Raymond W. Smith
                                                -----------------------------
                                                      RAYMOND W. SMITH
   15
                                POWER OF ATTORNEY

      WHEREAS, BELL ATLANTIC CORPORATION, a Delaware corporation (the
"Company"), proposes to file with the Securities and Exchange Commission a
Registration Statement on Form S-4 relating to shares of the Company's common
stock which will be issued in connection with the proposed merger of a
subsidiary of the Company and NYNEX Corporation.

      NOW, THEREFORE, the undersigned hereby appoints Raymond W. Smith and
William O. Albertini, and each of them, as attorney for the undersigned, for the
purpose of executing and filing such Registration Statement or any amendment
thereto, hereby giving said attorney full authority to perform all acts
necessary thereto as fully as the undersigned could do if personally present and
hereby ratifying all that said attorney may lawfully do or cause to be done by
virtue hereof.

      IN WITNESS WHEREOF, the undersigned has executed this POWER OF ATTORNEY
this 5th day of September, 1996.


                                                  /s/ Doreen A. Toben
                                                -----------------------------
                                                      DOREEN A. TOBEN