EXHIBIT 24
DIRECTORS' POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, That each of the undersigned Directors of
Protective Life Insurance Company, a Tennessee corporation, ("Company") by his
execution hereof or upon an identical counterpart hereof, does hereby constitute
and appoint John D. Johns, Maria E. Gutierrez, or Jerry W. DeFoor, to execute
and sign the 1993 Annual Report on Form 10-K to be filed by the Company with the
Securities and Exchange Commission, pursuant to the provisions of the Securities
Exchange Act of 1934 and, further, to execute and sign any and all amendments to
such Annual Report, and to file same, with all exhibits and schedules thereto
and all 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 thing
requisite and necessary to be done in and about the premises, as fully to all
intents and purposes as the undersigned might or could do in person, hereby
ratifying and confirming all the acts of said attorneys-in-fact and agents or
any of them which they may lawfully do in the premises or cause to be done by
virtue hereof.
IN WITNESS WHEREOF, each of the undersigned has hereunto set his hand and
seal this 25th day of March, 1994.
WITNESS TO ALL SIGNATURES:
/s/ JOHN K. WRIGHT /s/ DRAYTON NABERS, JR.
- --------------------------------- ---------------------------------
John K. Wright Drayton Nabers, Jr.
/s/ R. STEPHEN BRIGGS
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R. Stephen Briggs
/s/ JOHN D. JOHNS
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John D. Johns
/s/ ORMOND L. BENTLEY
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Ormond L. Bentley
/s/ JIM E. MASSENGALE
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Jim E. Massengale
/s/ STEVEN A. SCHULTZ
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Steven A. Schultz
/s/ WAYNE E. STUENKEL
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Wayne E. Stuenkel
/s/ A.S. WILLIAMS III
---------------------------------
A.S. Williams III
41