Exhibit 24.1 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Michael A. Flick and Thomas L. Callicutt, Jr., and either of them, as such person's true and lawful attorneys-in-fact and agents with full power of substitution and revocation, for such person and in such person's name, place and stead, in any and all capacities, to sign a Registration Statement on Form S-3 relating to the sale of credit card receivable backed securities to be filed with the Securities and Exchange Commission by First National Bank of Commerce as Registrant after the date hereof and during 1997 and any and all amendments (including post-effective amendments) to such Registration Statement (whenever filed), and to file the same with all exhibits thereto, and the other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and things requisite and necessary to be done, as fully to all intents and purposes as such person might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents or any of them, or their or his substitute or substitutes, may lawfully do or cause to be done by virtue thereof. Signature Title Date - --------- ----- ---- /s/ Ashton J. Ryan, Jr. - ----------------------- President and Chief Executive March 19, 1997 Ashton J. Ryan, Jr. Officer and Director (Principal Executive Officer) /s/ Howard C. Gaines - -------------------- Chairman of the Board March 24, 1997 Howard C. Gaines /s/ Michael A. Flick - -------------------- Secretary (Principal March 17, 1997 Michael A. Flick Financial Officer) /s/ Jane B. Truett Controller (Principal March 19, 1997 - ------------------ Accounting Officer) Jane B. Truett /s/ Margaret Moss Allums Director March 17, 1997 - ------------------------ Margaret Moss Allums /s/ Ian Arnof Director March 21, 1997 - ------------- Ian Arnof /s/ William G. Barry Director March 17, 1997 - -------------------- William G. Barry /s/ Sydney J. Besthoff III Director March 17, 1997 - -------------------------- Sydney J. Besthoff III /s/ John D. Charbonnet Director March 17, 1997 - ---------------------- John D. Charbonnet /s/ Laurance Eustis, Jr. Director March 17, 1997 - ------------------------ Laurance Eustis, Jr. /s/ Norman C. Francis Director March 17, 1997 - --------------------- Norman C. Francis - ----------------- John J. Gelpi, Jr. Director March __, 1997 /s/ Erik F. Johnsen Director March 17, 1997 - ------------------- Erik F. Johnsen /s/ J. Merrick Jones, Jr. Director March 17, 1997 - ------------------------- J. Merrick Jones, Jr. /s/ Harry Merritt Lane III Director March 17, 1997 - -------------------------- Harry Merritt Lane III /s/ Edwin Lupberger Director March 17, 1997 - ------------------- Edwin Lupberger /s/ Robert W. Merrick Director March 17, 1997 - --------------------- Robert W. Merrick /s/ G. Frank Purvis, Jr. Director March 17, 1997 - ------------------------ G. Frank Purvis, Jr. /s/ Edward M. Simmons Director March 17, 1997 - --------------------- Edward M. Simmons - ------------------- H. Leighton Steward Director March __, 1997 /s/ Charles C. Teamer - --------------------- Charles C. Teamer Director March 17, 1997