EXHIBIT 24

                               POWER OF ATTORNEY

               KNOW ALL MEN BY THESE PRESENTS, that the undersigned, in his or
her capacity or capacities as an officer or director or both of Laboratory
Corporation of America Holdings does hereby constitute and appoint Thomas P.
Mac Mahon, the true and lawful attorney and agent of the undersigned, each
with power of substitution, to do any and all acts and things for and on
behalf of the undersigned and in the name of the undersigned and in the
capacity or capacities of the undersigned as aforesaid and to execute any and
all instruments for and on behalf of the undersigned and in the name of the
undersigned, which said attorneys and agents, or either of them, may deem
necessary or advisable to enable said corporation to comply with the
Securities Act of 1933, as amended, and any rules, regulations, and
requirements of the Securities and Exchange Commission, in connection with
this Registration Statement, including specifically but without limitation,
power and authority to sign for the undersigned in the capacities indicated
below, any and all amendments (including post-effective amendments) hereto;
and the undersigned does hereby ratify and confirm all that the said attorneys
and agents, or their substitute or substitutes, or either of them, shall do or
cause to be done by virtue hereof.

               IN WITNESS WHEREOF, the undersigned has executed this power of
attorney this 1st day of July, 1997.


                                          /s/ Wesley R. Elingburg
                                          ------------------------
                                          WESLEY R. ELINGBURG


                               POWER OF ATTORNEY

               KNOW ALL MEN BY THESE PRESENTS, that the undersigned, in his or
her capacity or capacities as an officer or director or both of Laboratory
Corporation of America Holdings does hereby constitute and appoint Thomas P.
Mac Mahon, the true and lawful attorney and agent of the undersigned, each
with power of substitution, to do any and all acts and things for and on
behalf of the undersigned and in the name of the undersigned and in the
capacity or capacities of the undersigned as aforesaid and to execute any and
all instruments for and on behalf of the undersigned and in the name of the
undersigned, which said attorneys and agents, or either of them, may deem
necessary or advisable to enable said corporation to comply with the
Securities Act of 1933, as amended, and any rules, regulations, and
requirements of the Securities and Exchange Commission, in connection with
this Registration Statement, including specifically but without limitation,
power and authority to sign for the undersigned in the capacities indicated
below, any and all amendments (including post-effective amendments) hereto;
and the undersigned does hereby ratify and confirm all that the said attorneys
and agents, or their substitute or substitutes, or either of them, shall do or
cause to be done by virtue hereof.

               IN WITNESS WHEREOF, the undersigned has executed this power of
attorney this 1st day of July, 1997.


                                                /s/ Jean-Luc Belingard
                                                -----------------------
                                                JEAN-LUC BELINGARD


                               POWER OF ATTORNEY

               KNOW ALL MEN BY THESE PRESENTS, that the undersigned, in his or
her capacity or capacities as an officer or director or both of Laboratory
Corporation of America Holdings does hereby constitute and appoint Thomas P.
Mac Mahon, the true and lawful attorney and agent of the undersigned, each
with power of substitution, to do any and all acts and things for and on
behalf of the undersigned and in the name of the undersigned and in the
capacity or capacities of the undersigned as aforesaid and to execute any and
all instruments for and on behalf of the undersigned and in the name of the
undersigned, which said attorneys and agents, or either of them, may deem
necessary or advisable to enable said corporation to comply with the
Securities Act of 1933, as amended, and any rules, regulations, and
requirements of the Securities and Exchange Commission, in connection with
this Registration Statement, including specifically but without limitation,
power and authority to sign for the undersigned in the capacities indicated
below, any and all amendments (including post-effective amendments) hereto;
and the undersigned does hereby ratify and confirm all that the said attorneys
and agents, or their substitute or substitutes, or either of them, shall do or
cause to be done by virtue hereof.

               IN WITNESS WHEREOF, the undersigned has executed this power of
attorney this 1st day of July, 1997.


                                               /s/ Wendy E. Lane
                                               -----------------------
                                               WENDY E. LANE


                               POWER OF ATTORNEY

               KNOW ALL MEN BY THESE PRESENTS, that the undersigned, in his or
her capacity or capacities as an officer or director or both of Laboratory
Corporation of America Holdings does hereby constitute and appoint Thomas P.
Mac Mahon, the true and lawful attorney and agent of the undersigned, each
with power of substitution, to do any and all acts and things for and on
behalf of the undersigned and in the name of the undersigned and in the
capacity or capacities of the undersigned as aforesaid and to execute any and
all instruments for and on behalf of the undersigned and in the name of the
undersigned, which said attorneys and agents, or either of them, may deem
necessary or advisable to enable said corporation to comply with the
Securities Act of 1933, as amended, and any rules, regulations, and
requirements of the Securities and Exchange Commission, in connection with
this Registration Statement, including specifically but without limitation,
power and authority to sign for the undersigned in the capacities indicated
below, any and all amendments (including post-effective amendments) hereto;
and the undersigned does hereby ratify and confirm all that the said attorneys
and agents, or their substitute or substitutes, or either of them, shall do or
cause to be done by virtue hereof.

               IN WITNESS WHEREOF, the undersigned has executed this power of
attorney this 1st day of July, 1997.


                                            /s/ Robert E. Mittelstaedt, Jr.
                                            -------------------------------
                                            ROBERT E. MITTELSTAEDT, JR.


                               POWER OF ATTORNEY

               KNOW ALL MEN BY THESE PRESENTS, that the undersigned, in his or
her capacity or capacities as an officer or director or both of Laboratory
Corporation of America Holdings does hereby constitute and appoint Thomas P.
Mac Mahon, the true and lawful attorney and agent of the undersigned, each
with power of substitution, to do any and all acts and things for and on
behalf of the undersigned and in the name of the undersigned and in the
capacity or capacities of the undersigned as aforesaid and to execute any and
all instruments for and on behalf of the undersigned and in the name of the
undersigned, which said attorneys and agents, or either of them, may deem
necessary or advisable to enable said corporation to comply with the
Securities Act of 1933, as amended, and any rules, regulations, and
requirements of the Securities and Exchange Commission, in connection with
this Registration Statement, including specifically but without limitation,
power and authority to sign for the undersigned in the capacities indicated
below, any and all amendments (including post-effective amendments) hereto;
and the undersigned does hereby ratify and confirm all that the said attorneys
and agents, or their substitute or substitutes, or either of them, shall do or
cause to be done by virtue hereof.

               IN WITNESS WHEREOF, the undersigned has executed this power of
attorney this 1st day of July, 1997.


                                              /s/ James B. Powell, M.D.
                                              ---------------------------
                                              JAMES B. POWELL, M.D.


                               POWER OF ATTORNEY

               KNOW ALL MEN BY THESE PRESENTS, that the undersigned, in his or
her capacity or capacities as an officer or director or both of Laboratory
Corporation of America Holdings does hereby constitute and appoint Thomas P.
Mac Mahon, the true and lawful attorney and agent of the undersigned, each
with power of substitution, to do any and all acts and things for and on
behalf of the undersigned and in the name of the undersigned and in the
capacity or capacities of the undersigned as aforesaid and to execute any and
all instruments for and on behalf of the undersigned and in the name of the
undersigned, which said attorneys and agents, or either of them, may deem
necessary or advisable to enable said corporation to comply with the
Securities Act of 1933, as amended, and any rules, regulations, and
requirements of the Securities and Exchange Commission, in connection with
this Registration Statement, including specifically but without limitation,
power and authority to sign for the undersigned in the capacities indicated
below, any and all amendments (including post-effective amendments) hereto;
and the undersigned does hereby ratify and confirm all that the said attorneys
and agents, or their substitute or substitutes, or either of them, shall do or
cause to be done by virtue hereof.

               IN WITNESS WHEREOF, the undersigned has executed this power of
attorney this 1st day of July, 1997.


                                            /s/ David B. Skinner, M.D.
                                            -----------------------------
                                            DAVID B. SKINNER, M.D.


                               POWER OF ATTORNEY

               KNOW ALL MEN BY THESE PRESENTS, that the undersigned, in his or
her capacity or capacities as an officer or director or both of Laboratory
Corporation of America Holdings does hereby constitute and appoint Thomas P.
Mac Mahon, the true and lawful attorney and agent of the undersigned, each
with power of substitution, to do any and all acts and things for and on
behalf of the undersigned and in the name of the undersigned and in the
capacity or capacities of the undersigned as aforesaid and to execute any and
all instruments for and on behalf of the undersigned and in the name of the
undersigned, which said attorneys and agents, or either of them, may deem
necessary or advisable to enable said corporation to comply with the
Securities Act of 1933, as amended, and any rules, regulations, and
requirements of the Securities and Exchange Commission, in connection with
this Registration Statement, including specifically but without limitation,
power and authority to sign for the undersigned in the capacities indicated
below, any and all amendments (including post-effective amendments) hereto;
and the undersigned does hereby ratify and confirm all that the said attorneys
and agents, or their substitute or substitutes, or either of them, shall do or
cause to be done by virtue hereof.

               IN WITNESS WHEREOF, the undersigned has executed this power of
attorney this 1st day of July, 1997.


                                                  /s/ Andrew G. Wallace, M.D.
                                                  --------------------------
                                                  ANDREW G. WALLACE, M.D.