1

                                    Exhibit 24
                                    ----------



 2
                                 POWER OF ATTORNEY

                          1933 ACT REGISTRATION STATEMENT

                                        of

                            BOATMEN'S BANCSHARES, INC.


      KNOW ALL MEN BY THESE PRESENTS, That the person whose
signature appears below hereby constitutes and appoints GREGORY L.
CURL and JAMES W. KIENKER, and each of them, the true and lawful
attorneys-in-fact and agents for him and in his name, place or
stead, in any and all capacities, to sign and file, or cause to be
signed and filed, with the Securities and Exchange Commission (the
"Commission"), any registration statement or statements on Form S-8
under the Securities Act of 1933, as amended, relating to the
issuance of common stock of Boatmen's Bancshares, Inc. under the
Worthen Banking Corporation Amended and Substituted Stock Option
Plan, and any and all amendments and supplements thereto, before or
after effectiveness of such statements, and any and all other
documents required to be filed with the Commission in connection
therewith, granting unto said attorneys-in-fact and agents, full
power and authority to do and perform each and every act and thing
requisite and necessary to be done as fully and to all intents and
purposes as the undersigned might or could do in person, and
ratifying and confirming all that said attorneys-in-fact and agents
may lawfully do or cause to be done by virtue hereof.


      Dated:  March 10, 1995




                                              /s/ B. A. Bridgewater, Jr.
                                            -----------------------------------
                                            B. A. Bridgewater, Jr.

 3

                                 POWER OF ATTORNEY

                          1933 ACT REGISTRATION STATEMENT

                                        of

                            BOATMEN'S BANCSHARES, INC.


      KNOW ALL MEN BY THESE PRESENTS, That the person whose
signature appears below hereby constitutes and appoints GREGORY L.
CURL and JAMES W. KIENKER, and each of them, the true and lawful
attorneys-in-fact and agents for him and in his name, place or
stead, in any and all capacities, to sign and file, or cause to be
signed and filed, with the Securities and Exchange Commission (the
"Commission"), any registration statement or statements on Form S-8
under the Securities Act of 1933, as amended, relating to the
issuance of common stock of Boatmen's Bancshares, Inc. under the
Worthen Banking Corporation Amended and Substituted Stock Option
Plan, and any and all amendments and supplements thereto, before or
after effectiveness of such statements, and any and all other
documents required to be filed with the Commission in connection
therewith, granting unto said attorneys-in-fact and agents, full
power and authority to do and perform each and every act and thing
requisite and necessary to be done as fully and to all intents and
purposes as the undersigned might or could do in person, and
ratifying and confirming all that said attorneys-in-fact and agents
may lawfully do or cause to be done by virtue hereof.


      Dated:  March 13, 1995




                                              /s/ Richard L. Battram
                                            -----------------------------------
                                            Richard L. Battram

 4

                                 POWER OF ATTORNEY

                          1933 ACT REGISTRATION STATEMENT

                                        of

                            BOATMEN'S BANCSHARES, INC.


      KNOW ALL MEN BY THESE PRESENTS, That the person whose
signature appears below hereby constitutes and appoints GREGORY L.
CURL and JAMES W. KIENKER, and each of them, the true and lawful
attorneys-in-fact and agents for him and in his name, place or
stead, in any and all capacities, to sign and file, or cause to be
signed and filed, with the Securities and Exchange Commission (the
"Commission"), any registration statement or statements on Form S-8
under the Securities Act of 1933, as amended, relating to the
issuance of common stock of Boatmen's Bancshares, Inc. under the
Worthen Banking Corporation Amended and Substituted Stock Option
Plan, and any and all amendments and supplements thereto, before or
after effectiveness of such statements, and any and all other
documents required to be filed with the Commission in connection
therewith, granting unto said attorneys-in-fact and agents, full
power and authority to do and perform each and every act and thing
requisite and necessary to be done as fully and to all intents and
purposes as the undersigned might or could do in person, and
ratifying and confirming all that said attorneys-in-fact and agents
may lawfully do or cause to be done by virtue hereof.


      Dated:  March 10, 1995




                                              /s/ William E. Cornelius
                                            -----------------------------------
                                            William E. Cornelius

 5
                                 POWER OF ATTORNEY

                          1933 ACT REGISTRATION STATEMENT

                                        of

                            BOATMEN'S BANCSHARES, INC.


      KNOW ALL MEN BY THESE PRESENTS, That the person whose
signature appears below hereby constitutes and appoints GREGORY L.
CURL and JAMES W. KIENKER, and each of them, the true and lawful
attorneys-in-fact and agents for him and in his name, place or
stead, in any and all capacities, to sign and file, or cause to be
signed and filed, with the Securities and Exchange Commission (the
"Commission"), any registration statement or statements on Form S-8
under the Securities Act of 1933, as amended, relating to the
issuance of common stock of Boatmen's Bancshares, Inc. under the
Worthen Banking Corporation Amended and Substituted Stock Option
Plan, and any and all amendments and supplements thereto, before or
after effectiveness of such statements, and any and all other
documents required to be filed with the Commission in connection
therewith, granting unto said attorneys-in-fact and agents, full
power and authority to do and perform each and every act and thing
requisite and necessary to be done as fully and to all intents and
purposes as the undersigned might or could do in person, and
ratifying and confirming all that said attorneys-in-fact and agents
may lawfully do or cause to be done by virtue hereof.


      Dated:  March 10, 1995




                                              /s/ Andrew B. Craig, III
                                            -----------------------------------
                                            Andrew B. Craig, III

 6

                                 POWER OF ATTORNEY

                          1933 ACT REGISTRATION STATEMENT

                                        of

                            BOATMEN'S BANCSHARES, INC.


      KNOW ALL MEN BY THESE PRESENTS, That the person whose
signature appears below hereby constitutes and appoints GREGORY L.
CURL and JAMES W. KIENKER, and each of them, the true and lawful
attorneys-in-fact and agents for him and in his name, place or
stead, in any and all capacities, to sign and file, or cause to be
signed and filed, with the Securities and Exchange Commission (the
"Commission"), any registration statement or statements on Form S-8
under the Securities Act of 1933, as amended, relating to the
issuance of common stock of Boatmen's Bancshares, Inc. under the
Worthen Banking Corporation Amended and Substituted Stock Option
Plan, and any and all amendments and supplements thereto, before or
after effectiveness of such statements, and any and all other
documents required to be filed with the Commission in connection
therewith, granting unto said attorneys-in-fact and agents, full
power and authority to do and perform each and every act and thing
requisite and necessary to be done as fully and to all intents and
purposes as the undersigned might or could do in person, and
ratifying and confirming all that said attorneys-in-fact and agents
may lawfully do or cause to be done by virtue hereof.


      Dated:  March 20, 1995




                                              /s/ Ilus W. Davis
                                            -----------------------------------
                                            Ilus W. Davis

 7

                                 POWER OF ATTORNEY

                          1933 ACT REGISTRATION STATEMENT

                                        of

                            BOATMEN'S BANCSHARES, INC.


      KNOW ALL MEN BY THESE PRESENTS, That the person whose
signature appears below hereby constitutes and appoints GREGORY L.
CURL and JAMES W. KIENKER, and each of them, the true and lawful
attorneys-in-fact and agents for him and in his name, place or
stead, in any and all capacities, to sign and file, or cause to be
signed and filed, with the Securities and Exchange Commission (the
"Commission"), any registration statement or statements on Form S-8
under the Securities Act of 1933, as amended, relating to the
issuance of common stock of Boatmen's Bancshares, Inc. under the
Worthen Banking Corporation Amended and Substituted Stock Option
Plan, and any and all amendments and supplements thereto, before or
after effectiveness of such statements, and any and all other
documents required to be filed with the Commission in connection
therewith, granting unto said attorneys-in-fact and agents, full
power and authority to do and perform each and every act and thing
requisite and necessary to be done as fully and to all intents and
purposes as the undersigned might or could do in person, and
ratifying and confirming all that said attorneys-in-fact and agents
may lawfully do or cause to be done by virtue hereof.


      Dated:  March 15, 1995




                                              /s/ John E. Hayes, Jr.
                                            -----------------------------------
                                            John E. Hayes, Jr.

 8

                                 POWER OF ATTORNEY

                          1933 ACT REGISTRATION STATEMENT

                                        of

                            BOATMEN'S BANCSHARES, INC.


      KNOW ALL MEN BY THESE PRESENTS, That the person whose
signature appears below hereby constitutes and appoints GREGORY L.
CURL and JAMES W. KIENKER, and each of them, the true and lawful
attorneys-in-fact and agents for him and in his name, place or
stead, in any and all capacities, to sign and file, or cause to be
signed and filed, with the Securities and Exchange Commission (the
"Commission"), any registration statement or statements on Form S-8
under the Securities Act of 1933, as amended, relating to the
issuance of common stock of Boatmen's Bancshares, Inc. under the
Worthen Banking Corporation Amended and Substituted Stock Option
Plan, and any and all amendments and supplements thereto, before or
after effectiveness of such statements, and any and all other
documents required to be filed with the Commission in connection
therewith, granting unto said attorneys-in-fact and agents, full
power and authority to do and perform each and every act and thing
requisite and necessary to be done as fully and to all intents and
purposes as the undersigned might or could do in person, and
ratifying and confirming all that said attorneys-in-fact and agents
may lawfully do or cause to be done by virtue hereof.


      Dated:  March 10, 1995




                                              /s/ Samuel B. Hayes
                                            -----------------------------------
                                            Samuel B. Hayes, III

 9

                                 POWER OF ATTORNEY

                          1933 ACT REGISTRATION STATEMENT

                                        of

                            BOATMEN'S BANCSHARES, INC.


      KNOW ALL MEN BY THESE PRESENTS, That the person whose
signature appears below hereby constitutes and appoints GREGORY L.
CURL and JAMES W. KIENKER, and each of them, the true and lawful
attorneys-in-fact and agents for him and in his name, place or
stead, in any and all capacities, to sign and file, or cause to be
signed and filed, with the Securities and Exchange Commission (the
"Commission"), any registration statement or statements on Form S-8
under the Securities Act of 1933, as amended, relating to the
issuance of common stock of Boatmen's Bancshares, Inc. under the
Worthen Banking Corporation Amended and Substituted Stock Option
Plan, and any and all amendments and supplements thereto, before or
after effectiveness of such statements, and any and all other
documents required to be filed with the Commission in connection
therewith, granting unto said attorneys-in-fact and agents, full
power and authority to do and perform each and every act and thing
requisite and necessary to be done as fully and to all intents and
purposes as the undersigned might or could do in person, and
ratifying and confirming all that said attorneys-in-fact and agents
may lawfully do or cause to be done by virtue hereof.


      Dated:  March 13, 1995




                                              /s/ Lee M. Liberman
                                            -----------------------------------
                                            Lee M. Liberman

 10
                                 POWER OF ATTORNEY

                          1933 ACT REGISTRATION STATEMENT

                                        of

                            BOATMEN'S BANCSHARES, INC.


      KNOW ALL MEN BY THESE PRESENTS, That the person whose
signature appears below hereby constitutes and appoints GREGORY L.
CURL and JAMES W. KIENKER, and each of them, the true and lawful
attorneys-in-fact and agents for him and in his name, place or
stead, in any and all capacities, to sign and file, or cause to be
signed and filed, with the Securities and Exchange Commission (the
"Commission"), any registration statement or statements on Form S-8
under the Securities Act of 1933, as amended, relating to the
issuance of common stock of Boatmen's Bancshares, Inc. under the
Worthen Banking Corporation Amended and Substituted Stock Option
Plan, and any and all amendments and supplements thereto, before or
after effectiveness of such statements, and any and all other
documents required to be filed with the Commission in connection
therewith, granting unto said attorneys-in-fact and agents, full
power and authority to do and perform each and every act and thing
requisite and necessary to be done as fully and to all intents and
purposes as the undersigned might or could do in person, and
ratifying and confirming all that said attorneys-in-fact and agents
may lawfully do or cause to be done by virtue hereof.


      Dated:  March 14, 1995




                                              /s/ William E. Maritz
                                            -----------------------------------
                                            William E. Maritz

 11

                                 POWER OF ATTORNEY

                          1933 ACT REGISTRATION STATEMENT

                                        of

                            BOATMEN'S BANCSHARES, INC.


      KNOW ALL MEN BY THESE PRESENTS, That the person whose
signature appears below hereby constitutes and appoints GREGORY L.
CURL and JAMES W. KIENKER, and each of them, the true and lawful
attorneys-in-fact and agents for him and in his name, place or
stead, in any and all capacities, to sign and file, or cause to be
signed and filed, with the Securities and Exchange Commission (the
"Commission"), any registration statement or statements on Form S-8
under the Securities Act of 1933, as amended, relating to the
issuance of common stock of Boatmen's Bancshares, Inc. under the
Worthen Banking Corporation Amended and Substituted Stock Option
Plan, and any and all amendments and supplements thereto, before or
after effectiveness of such statements, and any and all other
documents required to be filed with the Commission in connection
therewith, granting unto said attorneys-in-fact and agents, full
power and authority to do and perform each and every act and thing
requisite and necessary to be done as fully and to all intents and
purposes as the undersigned might or could do in person, and
ratifying and confirming all that said attorneys-in-fact and agents
may lawfully do or cause to be done by virtue hereof.


      Dated:  March 10, 1995




                                              /s/ John Peters MacCarthy
                                            -----------------------------------
                                            John Peters MacCarthy

 12

                                 POWER OF ATTORNEY

                          1933 ACT REGISTRATION STATEMENT

                                        of

                            BOATMEN'S BANCSHARES, INC.


      KNOW ALL MEN BY THESE PRESENTS, That the person whose
signature appears below hereby constitutes and appoints GREGORY L.
CURL and JAMES W. KIENKER, and each of them, the true and lawful
attorneys-in-fact and agents for him and in his name, place or
stead, in any and all capacities, to sign and file, or cause to be
signed and filed, with the Securities and Exchange Commission (the
"Commission"), any registration statement or statements on Form S-8
under the Securities Act of 1933, as amended, relating to the
issuance of common stock of Boatmen's Bancshares, Inc. under the
Worthen Banking Corporation Amended and Substituted Stock Option
Plan, and any and all amendments and supplements thereto, before or
after effectiveness of such statements, and any and all other
documents required to be filed with the Commission in connection
therewith, granting unto said attorneys-in-fact and agents, full
power and authority to do and perform each and every act and thing
requisite and necessary to be done as fully and to all intents and
purposes as the undersigned might or could do in person, and
ratifying and confirming all that said attorneys-in-fact and agents
may lawfully do or cause to be done by virtue hereof.


      Dated:  March 10, 1995




                                              /s/ Andrew E. Newman
                                            -----------------------------------
                                            Andrew E. Newman

 13

                                 POWER OF ATTORNEY

                          1933 ACT REGISTRATION STATEMENT

                                        of

                            BOATMEN'S BANCSHARES, INC.


      KNOW ALL MEN BY THESE PRESENTS, That the person whose
signature appears below hereby constitutes and appoints GREGORY L.
CURL and JAMES W. KIENKER, and each of them, the true and lawful
attorneys-in-fact and agents for him and in his name, place or
stead, in any and all capacities, to sign and file, or cause to be
signed and filed, with the Securities and Exchange Commission (the
"Commission"), any registration statement or statements on Form S-8
under the Securities Act of 1933, as amended, relating to the
issuance of common stock of Boatmen's Bancshares, Inc. under the
Worthen Banking Corporation Amended and Substituted Stock Option
Plan, and any and all amendments and supplements thereto, before or
after effectiveness of such statements, and any and all other
documents required to be filed with the Commission in connection
therewith, granting unto said attorneys-in-fact and agents, full
power and authority to do and perform each and every act and thing
requisite and necessary to be done as fully and to all intents and
purposes as the undersigned might or could do in person, and
ratifying and confirming all that said attorneys-in-fact and agents
may lawfully do or cause to be done by virtue hereof.


      Dated:  March 17, 1995




                                              /s/ Jerry E. Ritter
                                            -----------------------------------
                                            Jerry E. Ritter

 14

                                 POWER OF ATTORNEY

                          1933 ACT REGISTRATION STATEMENT

                                        of

                            BOATMEN'S BANCSHARES, INC.


      KNOW ALL MEN BY THESE PRESENTS, That the person whose
signature appears below hereby constitutes and appoints GREGORY L.
CURL and JAMES W. KIENKER, and each of them, the true and lawful
attorneys-in-fact and agents for him and in his name, place or
stead, in any and all capacities, to sign and file, or cause to be
signed and filed, with the Securities and Exchange Commission (the
"Commission"), any registration statement or statements on Form S-8
under the Securities Act of 1933, as amended, relating to the
issuance of common stock of Boatmen's Bancshares, Inc. under the
Worthen Banking Corporation Amended and Substituted Stock Option
Plan, and any and all amendments and supplements thereto, before or
after effectiveness of such statements, and any and all other
documents required to be filed with the Commission in connection
therewith, granting unto said attorneys-in-fact and agents, full
power and authority to do and perform each and every act and thing
requisite and necessary to be done as fully and to all intents and
purposes as the undersigned might or could do in person, and
ratifying and confirming all that said attorneys-in-fact and agents
may lawfully do or cause to be done by virtue hereof.


      Dated:  March 13, 1995




                                              /s/ William P. Stiritz
                                            -----------------------------------
                                            William P. Stiritz

 15

                                 POWER OF ATTORNEY

                          1933 ACT REGISTRATION STATEMENT

                                        of

                            BOATMEN'S BANCSHARES, INC.


      KNOW ALL MEN BY THESE PRESENTS, That the person whose
signature appears below hereby constitutes and appoints GREGORY L.
CURL and JAMES W. KIENKER, and each of them, the true and lawful
attorneys-in-fact and agents for him and in his name, place or
stead, in any and all capacities, to sign and file, or cause to be
signed and filed, with the Securities and Exchange Commission (the
"Commission"), any registration statement or statements on Form S-8
under the Securities Act of 1933, as amended, relating to the
issuance of common stock of Boatmen's Bancshares, Inc. under the
Worthen Banking Corporation Amended and Substituted Stock Option
Plan, and any and all amendments and supplements thereto, before or
after effectiveness of such statements, and any and all other
documents required to be filed with the Commission in connection
therewith, granting unto said attorneys-in-fact and agents, full
power and authority to do and perform each and every act and thing
requisite and necessary to be done as fully and to all intents and
purposes as the undersigned might or could do in person, and
ratifying and confirming all that said attorneys-in-fact and agents
may lawfully do or cause to be done by virtue hereof.


      Dated:  March 10, 1995




                                              /s/ Albert E. Suter
                                            -----------------------------------
                                            Albert E. Suter

 16
                                 POWER OF ATTORNEY

                          1933 ACT REGISTRATION STATEMENT

                                        of

                            BOATMEN'S BANCSHARES, INC.


      KNOW ALL MEN BY THESE PRESENTS, That the person whose
signature appears below hereby constitutes and appoints GREGORY L.
CURL and JAMES W. KIENKER, and each of them, the true and lawful
attorneys-in-fact and agents for him and in his name, place or
stead, in any and all capacities, to sign and file, or cause to be
signed and filed, with the Securities and Exchange Commission (the
"Commission"), any registration statement or statements on Form S-8
under the Securities Act of 1933, as amended, relating to the
issuance of common stock of Boatmen's Bancshares, Inc. under the
Worthen Banking Corporation Amended and Substituted Stock Option
Plan, and any and all amendments and supplements thereto, before or
after effectiveness of such statements, and any and all other
documents required to be filed with the Commission in connection
therewith, granting unto said attorneys-in-fact and agents, full
power and authority to do and perform each and every act and thing
requisite and necessary to be done as fully and to all intents and
purposes as the undersigned might or could do in person, and
ratifying and confirming all that said attorneys-in-fact and agents
may lawfully do or cause to be done by virtue hereof.


      Dated:  March 13, 1995




                                              /s/ Dwight D. Sutherland
                                            -----------------------------------
                                            Dwight D. Sutherland

 17

                                 POWER OF ATTORNEY

                          1933 ACT REGISTRATION STATEMENT

                                        of

                            BOATMEN'S BANCSHARES, INC.


      KNOW ALL MEN BY THESE PRESENTS, That the person whose
signature appears below hereby constitutes and appoints GREGORY L.
CURL and JAMES W. KIENKER, and each of them, the true and lawful
attorneys-in-fact and agents for him and in his name, place or
stead, in any and all capacities, to sign and file, or cause to be
signed and filed, with the Securities and Exchange Commission (the
"Commission"), any registration statement or statements on Form S-8
under the Securities Act of 1933, as amended, relating to the
issuance of common stock of Boatmen's Bancshares, Inc. under the
Worthen Banking Corporation Amended and Substituted Stock Option
Plan, and any and all amendments and supplements thereto, before or
after effectiveness of such statements, and any and all other
documents required to be filed with the Commission in connection
therewith, granting unto said attorneys-in-fact and agents, full
power and authority to do and perform each and every act and thing
requisite and necessary to be done as fully and to all intents and
purposes as the undersigned might or could do in person, and
ratifying and confirming all that said attorneys-in-fact and agents
may lawfully do or cause to be done by virtue hereof.


      Dated:  March 16, 1995




                                              /s/ Theodore C. Wetterau
                                            -----------------------------------
                                            Theodore C. Wetterau

 18

                                 POWER OF ATTORNEY

                          1933 ACT REGISTRATION STATEMENT

                                        of

                            BOATMEN'S BANCSHARES, INC.


      KNOW ALL MEN BY THESE PRESENTS, That the person whose
signature appears below hereby constitutes and appoints GREGORY L.
CURL and JAMES W. KIENKER, and each of them, the true and lawful
attorneys-in-fact and agents for him and in his name, place or
stead, in any and all capacities, to sign and file, or cause to be
signed and filed, with the Securities and Exchange Commission (the
"Commission"), any registration statement or statements on Form S-8
under the Securities Act of 1933, as amended, relating to the
issuance of common stock of Boatmen's Bancshares, Inc. under the
Worthen Banking Corporation Amended and Substituted Stock Option
Plan, and any and all amendments and supplements thereto, before or
after effectiveness of such statements, and any and all other
documents required to be filed with the Commission in connection
therewith, granting unto said attorneys-in-fact and agents, full
power and authority to do and perform each and every act and thing
requisite and necessary to be done as fully and to all intents and
purposes as the undersigned might or could do in person, and
ratifying and confirming all that said attorneys-in-fact and agents
may lawfully do or cause to be done by virtue hereof.


      Dated:  March 13, 1995




                                              /s/ James W. Kienker
                                            -----------------------------------
                                            James W. Kienker