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                                                                EXHIBIT 24.2

                               POWER OF ATTORNEY

                                 PNC BANK CORP.
          ANNUAL REPORT ON FORM 10-K FOR YEAR ENDED DECEMBER 31, 1995

KNOW ALL MEN BY THESE PRESENTS, that the undersigned Director of PNC Bank Corp.
(the "Corporation"), a Pennsylvania corporation, hereby names, constitutes and
appoints Walter E. Gregg, Jr., William F. Strome and Melanie S. Cibik, or any
of them, with full power of substitution, such person's true and lawful
attorney-in-fact and agent to execute in such person's name, place and stead,
in the undersigned capacity as a Director, the Corporation's Annual Report on
Form 10-K for the year ended December 31, 1995.

And the undersigned Director hereby ratifies and confirms all that said
attorneys or attorney, or any substitute, shall lawfully do or cause to be done
by virtue hereof.

Witness the due execution hereof by the undersigned Director as of this
February 27, 1996.


/s/ ROBERT N. CLAY
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Robert N. Clay