EXHIBIT 24

                           POWER OF ATTORNEY


KNOW ALL MEN BY THESE PRESENTS, THAT I, Robert A. Helman, hereby
constitute and appoint William A. Osborn, 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/ Robert A. Helman
                                            ------------------------
                                                  Robert A. Helman