EXHIBIT 24

                                POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS that the undersigned  Officers and Directors
of Catherines Stores Corporation, a Tennessee corporation, hereby constitute and
appoint  Bernard  J. Wein and  David C.  Forell  and each of them,  the true and
lawful agents and attorneys-in-fact, and in any one or more of them, to sign for
the  undersigned,  in their  respective  names as Officers and  Directors of the
Corporation,  one  or  more  Registration  Statements  on  Form  S-8  (or  other
appropriate  form) to be filed  with the  Securities  and  Exchange  Commission,
Washington,  D.C.,  under  the  Securities  Act of  1933,  as  amended,  and any
amendment  or  supplement  to  such  Registration  Statement,  relating  to  the
Catherines Stores Corporation 1999 Diane V. Missel Non-Qualified Incentive Plan;
hereby   ratifying   and   confirming   all  acts  taken  by  such   agents  and
attorneys-in-fact, or any one or more of them, as herein authorized.

     Pursuant  to  the   requirements  of  the  Securities  Act  of  1933,  this
registration  statement  has been signed below by the  following  persons in the
capacities and on the date indicated.




 


Signature                                            Title                              Date

                                                                                  

 /s/ Bernard J. Wein                        Chairman of the Board,                      August 23, 1999
- --------------------------------            President and Chief Executive
Bernard J. Wein                             Officer and Director
                                            (Principal Executive Officer)

 /s/ Stanley H. Grossman                    Director                                    August 23, 1999
- ---------------------------------
Stanley H. Grossman

 /s/ David C. Forell                        Executive Vice President,                   August 23, 1999
- --------------------------------            Chief Financial Officer, Secretary
David C. Forell                             and Director (Principal Financial
                                            and Accounting Officer)

 /s/ James H. Lindy                         Director                                    August 23, 1999
- -----------------------------------
James H. Lindy

 /s/ Allen B. Morgan, Jr.                   Director                                    August 23, 1999
- ---------------------------------
Allen B. Morgan, Jr.

 /s/ Wellford L. Sanders, Jr.               Director                                    August 23, 1999
- ---------------------------------
Wellford L. Sanders, Jr.

 /s/ Elliot J. Stone                        Director                                    August 23, 1999
- ---------------------------------------
Elliot J. Stone





                                       1