EXHIBIT 24

                           POWER OF ATTORNEY


KNOW ALL MEN BY THESE PRESENTS, THAT I, William A. Osborn, hereby
constitute and appoint Barry G. Hastings, Perry R. Pero and Harry W.
Short, or any of them, my true and lawful attorneys and agents, with full
power of substitution and resubstitution, for him and in his name, place
and stead, to execute in my name and on my behalf, in all capacities as a
Director of Northern Trust Corporation (the "Corporation"), a
Registration Statement on Form S-8 and any amendments thereto (including,
without limitation, post-effective amendments) to be filed with the
Securities and Exchange Commission in connection with the registration
under the Securities Act of 1933, as amended, of shares of common stock
(including associated Preferred Stock Purchase Rights) under the Northern
Trust Corporation 1997 Stock Plan for Non-Employee Directors.

     I hereby ratify and confirm all that said attorneys, or any of them, have
done or shall lawfully do by virtue of this Power of Attorney.

     WITNESS my hand this 1st day of April, 1997.


                                                    /s/ William A. Osborn
                                                   ------------------------
                                                        William A. Osborn