1
                                                                     Exhibit 24

                              POWER OF ATTORNEY


        WHEREAS, PENNZOIL COMPANY, a Delaware corporation (Company), intends to
file with the Securities and Exchange Commission (Commission) under the
Securities Exchange Act of 1934, as amended (Act), an Annual Report on Form
10-K for the fiscal year ended December 31, 1994, as prescribed by the
Commission pursuant to the Act and the rules and regulations of the Commission
promulgated thereunder, with any and all exhibits and other documents relating
to said Annual Report;

        NOW, THEREFORE, the undersigned in his capacity as a director or
officer, or both, as the case may be, of the Company, does hereby appoint DAVID
P. ALDERSON, II, MARK A. MALINSKI and JAMES L. PATE and each of them severally,
his true and lawful attorney or attorneys with power to act with or without the
others, and with full power of substitution and resubstitution, to execute in
his name, place and stead in his capacity as a director or officer, or both, as
the case may be, of the Company, said Annual Report, any and all amendments to
said Annual Report and all instruments as said attorneys or any of them shall
deem necessary or incidental in connection therewith and to file the same with
the Commission. Each of said attorneys shall have full power and authority to
do and perform in the name and on behalf of the undersigned in any and all
capacities every act whatsoever necessary or desirable as the undersigned might
or could do in person, the undersigned hereby ratifying and approving the acts
of said attorneys and each of them.

        IN WITNESS WHEREOF, the undersigned has executed this instrument on
this 19th day of January, 1995.



                                                  /s/  HOWARD H. BAKER, JR.
                                                -----------------------------
                                                       Howard H. Baker, Jr.
   2
                              POWER OF ATTORNEY


        WHEREAS, PENNZOIL COMPANY, a Delaware corporation (Company), intends to
file with the Securities and Exchange Commission (Commission) under the
Securities Exchange Act of 1934, as amended (Act), an Annual Report on Form
10-K for the fiscal year ended December 31, 1994, as prescribed by the
Commission pursuant to the Act and the rules and regulations of the Commission
promulgated thereunder, with any and all exhibits and other documents relating
to said Annual Report;

        NOW, THEREFORE, the undersigned in his capacity as a director or
officer, or both, as the case may be, of the Company, does hereby appoint DAVID
P. ALDERSON, II, MARK A. MALINSKI and JAMES L. PATE and each of them severally,
his true and lawful attorney or attorneys with power to act with or without the
others, and with full power of substitution and resubstitution, to execute in
his name, place and stead in his capacity as a director or officer, or both, as
the case may be, of the Company, said Annual Report, any and all amendments to
said Annual Report and all instruments as said attorneys or any of them shall
deem necessary or incidental in connection therewith and to file the same with
the Commission. Each of said attorneys shall have full power and authority to
do and perform in the name and on behalf of the undersigned in any and all
capacities every act whatsoever necessary or desirable as the undersigned might
or could do in person, the undersigned hereby ratifying and approving the acts
of said attorneys and each of them.

        IN WITNESS WHEREOF, the undersigned has executed this instrument on
this 13th day of January, 1995.



                                                  /s/  W. J. BOVAIRD
                                                -----------------------------
                                                       W. J. Bovaird
   3


                              POWER OF ATTORNEY


        WHEREAS, PENNZOIL COMPANY, a Delaware corporation (Company), intends to
file with the Securities and Exchange Commission (Commission) under the
Securities Exchange Act of 1934, as amended (Act), an Annual Report on Form
10-K for the fiscal year ended December 31, 1994, as prescribed by the
Commission pursuant to the Act and the rules and regulations of the Commission
promulgated thereunder, with any and all exhibits and other documents relating
to said Annual Report;

        NOW, THEREFORE, the undersigned in his capacity as a director or
officer, or both, as the case may be, of the Company, does hereby appoint DAVID
P. ALDERSON, II, MARK A. MALINSKI and JAMES L. PATE and each of them severally,
his true and lawful attorney or attorneys with power to act with or without the
others, and with full power of substitution and resubstitution, to execute in
his name, place and stead in his capacity as a director or officer, or both, as
the case may be, of the Company, said Annual Report, any and all amendments to
said Annual Report and all instruments as said attorneys or any of them shall
deem necessary or incidental in connection therewith and to file the same with
the Commission. Each of said attorneys shall have full power and authority to
do and perform in the name and on behalf of the undersigned in any and all
capacities every act whatsoever necessary or desirable as the undersigned might
or could do in person, the undersigned hereby ratifying and approving the acts
of said attorneys and each of them.

        IN WITNESS WHEREOF, the undersigned has executed this instrument on
this 27th day of January, 1995.



                                                  /s/  W. L. LYONS BROWN, JR.
                                                ------------------------------
                                                       W. L. Lyons Brown, Jr.
   4


                              POWER OF ATTORNEY


        WHEREAS, PENNZOIL COMPANY, a Delaware corporation (Company), intends to
file with the Securities and Exchange Commission (Commission) under the
Securities Exchange Act of 1934, as amended (Act), an Annual Report on Form
10-K for the fiscal year ended December 31, 1994, as prescribed by the
Commission pursuant to the Act and the rules and regulations of the Commission
promulgated thereunder, with any and all exhibits and other documents relating
to said Annual Report;

        NOW, THEREFORE, the undersigned in his capacity as a director or
officer, or both, as the case may be, of the Company, does hereby appoint DAVID
P. ALDERSON, II, MARK A. MALINSKI and JAMES L. PATE and each of them severally,
his true and lawful attorney or attorneys with power to act with or without the
others, and with full power of substitution and resubstitution, to execute in
his name, place and stead in his capacity as a director or officer, or both, as
the case may be, of the Company, said Annual Report, any and all amendments to
said Annual Report and all instruments as said attorneys or any of them shall
deem necessary or incidental in connection therewith and to file the same with
the Commission. Each of said attorneys shall have full power and authority to
do and perform in the name and on behalf of the undersigned in any and all
capacities every act whatsoever necessary or desirable as the undersigned might
or could do in person, the undersigned hereby ratifying and approving the acts
of said attorneys and each of them.

        IN WITNESS WHEREOF, the undersigned has executed this instrument on
this 27th day of January, 1995.



                                                  /s/  ERNEST H. COCKRELL
                                                -----------------------------
                                                       Ernest H. Cockrell
   5


                              POWER OF ATTORNEY


        WHEREAS, PENNZOIL COMPANY, a Delaware corporation (Company), intends to
file with the Securities and Exchange Commission (Commission) under the
Securities Exchange Act of 1934, as amended (Act), an Annual Report on Form
10-K for the fiscal year ended December 31, 1994, as prescribed by the
Commission pursuant to the Act and the rules and regulations of the Commission
promulgated thereunder, with any and all exhibits and other documents relating
to said Annual Report;

        NOW, THEREFORE, the undersigned in his capacity as a director or
officer, or both, as the case may be, of the Company, does hereby appoint DAVID
P. ALDERSON, II, MARK A. MALINSKI and JAMES L. PATE and each of them severally,
his true and lawful attorney or attorneys with power to act with or without the
others, and with full power of substitution and resubstitution, to execute in
his name, place and stead in his capacity as a director or officer, or both, as
the case may be, of the Company, said Annual Report, any and all amendments to
said Annual Report and all instruments as said attorneys or any of them shall
deem necessary or incidental in connection therewith and to file the same with
the Commission. Each of said attorneys shall have full power and authority to
do and perform in the name and on behalf of the undersigned in any and all
capacities every act whatsoever necessary or desirable as the undersigned might
or could do in person, the undersigned hereby ratifying and approving the acts
of said attorneys and each of them.

        IN WITNESS WHEREOF, the undersigned has executed this instrument on
this 16th day of January, 1995.



                                                  /s/  HARRY H. CULLEN
                                                -----------------------------
                                                       Harry H. Cullen
   6


                              POWER OF ATTORNEY


        WHEREAS, PENNZOIL COMPANY, a Delaware corporation (Company), intends to
file with the Securities and Exchange Commission (Commission) under the
Securities Exchange Act of 1934, as amended (Act), an Annual Report on Form
10-K for the fiscal year ended December 31, 1994, as prescribed by the
Commission pursuant to the Act and the rules and regulations of the Commission
promulgated thereunder, with any and all exhibits and other documents relating
to said Annual Report;

        NOW, THEREFORE, the undersigned in his capacity as a director or
officer, or both, as the case may be, of the Company, does hereby appoint DAVID
P. ALDERSON, II, MARK A. MALINSKI and JAMES L. PATE and each of them severally,
his true and lawful attorney or attorneys with power to act with or without the
others, and with full power of substitution and resubstitution, to execute in
his name, place and stead in his capacity as a director or officer, or both, as
the case may be, of the Company, said Annual Report, any and all amendments to
said Annual Report and all instruments as said attorneys or any of them shall
deem necessary or incidental in connection therewith and to file the same with
the Commission. Each of said attorneys shall have full power and authority to
do and perform in the name and on behalf of the undersigned in any and all
capacities every act whatsoever necessary or desirable as the undersigned might
or could do in person, the undersigned hereby ratifying and approving the acts
of said attorneys and each of them.

        IN WITNESS WHEREOF, the undersigned has executed this instrument on
this 13th day of January, 1995.



                                                  /s/  ALFONSO FANJUL
                                                -----------------------------
                                                       Alfonso Fanjul
   7
       

                              POWER OF ATTORNEY


        WHEREAS, PENNZOIL COMPANY, a Delaware corporation (Company), intends to
file with the Securities and Exchange Commission (Commission) under the
Securities Exchange Act of 1934, as amended (Act), an Annual Report on Form
10-K for the fiscal year ended December 31, 1994, as prescribed by the
Commission pursuant to the Act and the rules and regulations of the Commission
promulgated thereunder, with any and all exhibits and other documents relating
to said Annual Report;

        NOW, THEREFORE, the undersigned in his capacity as a director or
officer, or both, as the case may be, of the Company, does hereby appoint DAVID
P. ALDERSON, II, MARK A. MALINSKI and JAMES L. PATE and each of them severally,
his true and lawful attorney or attorneys with power to act with or without the
others, and with full power of substitution and resubstitution, to execute in
his name, place and stead in his capacity as a director or officer, or both, as
the case may be, of the Company, said Annual Report, any and all amendments to
said Annual Report and all instruments as said attorneys or any of them shall
deem necessary or incidental in connection therewith and to file the same with
the Commission. Each of said attorneys shall have full power and authority to
do and perform in the name and on behalf of the undersigned in any and all
capacities every act whatsoever necessary or desirable as the undersigned might
or could do in person, the undersigned hereby ratifying and approving the acts
of said attorneys and each of them.

        IN WITNESS WHEREOF, the undersigned has executed this instrument on
this 13th day of January, 1995.



                                                  /s/  CHARLES BERDON LAWRENCE
                                                -------------------------------
                                                       Charles Berdon Lawrence
   8


                              POWER OF ATTORNEY


        WHEREAS, PENNZOIL COMPANY, a Delaware corporation (Company), intends to
file with the Securities and Exchange Commission (Commission) under the
Securities Exchange Act of 1934, as amended (Act), an Annual Report on Form
10-K for the fiscal year ended December 31, 1994, as prescribed by the
Commission pursuant to the Act and the rules and regulations of the Commission
promulgated thereunder, with any and all exhibits and other documents relating
to said Annual Report;

        NOW, THEREFORE, the undersigned in his capacity as a director or
officer, or both, as the case may be, of the Company, does hereby appoint DAVID
P. ALDERSON, II, MARK A. MALINSKI and JAMES L. PATE and each of them severally,
his true and lawful attorney or attorneys with power to act with or without the
others, and with full power of substitution and resubstitution, to execute in
his name, place and stead in his capacity as a director or officer, or both, as
the case may be, of the Company, said Annual Report, any and all amendments to
said Annual Report and all instruments as said attorneys or any of them shall
deem necessary or incidental in connection therewith and to file the same with
the Commission. Each of said attorneys shall have full power and authority to
do and perform in the name and on behalf of the undersigned in any and all
capacities every act whatsoever necessary or desirable as the undersigned might
or could do in person, the undersigned hereby ratifying and approving the acts
of said attorneys and each of them.

        IN WITNESS WHEREOF, the undersigned has executed this instrument on
this 27th day of January, 1995.



                                                  /s/  BRENT SCOWCROFT
                                                -----------------------------
                                                       Brent Scowcroft
   9


                              POWER OF ATTORNEY


        WHEREAS, PENNZOIL COMPANY, a Delaware corporation (Company), intends to
file with the Securities and Exchange Commission (Commission) under the
Securities Exchange Act of 1934, as amended (Act), an Annual Report on Form
10-K for the fiscal year ended December 31, 1994, as prescribed by the
Commission pursuant to the Act and the rules and regulations of the Commission
promulgated thereunder, with any and all exhibits and other documents relating
to said Annual Report;

        NOW, THEREFORE, the undersigned in his capacity as a director or
officer, or both, as the case may be, of the Company, does hereby appoint DAVID
P. ALDERSON, II, MARK A. MALINSKI and JAMES L. PATE and each of them severally,
his true and lawful attorney or attorneys with power to act with or without the
others, and with full power of substitution and resubstitution, to execute in
his name, place and stead in his capacity as a director or officer, or both, as
the case may be, of the Company, said Annual Report, any and all amendments to
said Annual Report and all instruments as said attorneys or any of them shall
deem necessary or incidental in connection therewith and to file the same with
the Commission. Each of said attorneys shall have full power and authority to
do and perform in the name and on behalf of the undersigned in any and all
capacities every act whatsoever necessary or desirable as the undersigned might
or could do in person, the undersigned hereby ratifying and approving the acts
of said attorneys and each of them.

        IN WITNESS WHEREOF, the undersigned has executed this instrument on
this 27th day of January, 1995.



                                                  /s/  CYRIL WAGNER, JR.
                                                -----------------------------
                                                       Cyril Wagner, Jr.