EXHIBIT NUMBER (24)
                                                   TO 1996 FORM 10-K


POWER OF ATTORNEY
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KNOW ALL MEN BY THESE PRESENTS:

     That the undersigned officers and directors of Northern Trust Corporation
hereby severally constitute and appoint William A. Osborn, Perry R. Pero and
Peter L. Rossiter, and each of them singly, our true and lawful attorneys and
agents with full power to them and each of them singly, to sign for us in our
names, in the capacities indicated below, Form 10-K, annual report pursuant to
Section 13 or 15(d) of the Securities Exchange Act of 1934, for the fiscal year
ended December 31, 1996, and to file such Form, with all exhibits thereto and
other documents in connection therewith, with the Securities and Exchange
Commission, hereby granting to such attorneys and agents, and each of them, full
power of substitution and revocation in the premises, and generally to do all
such things in our name and behalf in our capacities as officers and directors
to enable Northern Trust Corporation to comply with the provisions of the
Securities Exchange Act of 1934, as amended, and all regulations of the
Securities and Exchange Commission thereunder, hereby ratifying and confirming
our signatures as they may be signed by our attorneys, or any one of them, to
such Form, and all that our attorneys and agents, or any of them, may do or
cause to be done by virtue of these presents.

     IN WITNESS WHEREOF, the undersigned have hereunto executed this Power of
Attorney this  18th   day of February, 1997.
             -------                       

William A. Osborn                        Barry G. Hastings
- --------------------------------         -------------------------------------
William A. Osborn                        Barry G. Hastings
Chairman of the Board, Chief             President, Chief Operating
Executive Officer and Director           Officer and Director



Perry R. Pero                            Harry W. Short
- --------------------------------         ------------------------------------
Perry R. Pero                            Harry W. Short
Senior Executive Vice President          Senior Vice President and Controller
and Chief Financial Officer              (Chief Accounting Officer)



Dolores E. Cross                         Robert S. Hamada
- --------------------------------         -------------------------------------
Dolores E. Cross                         Robert S. Hamada              
Director                                 Director



Robert A. Helman                         Arthur L. Kelly
- --------------------------------         ---------------------------------------
Robert A. Helman                         Arthur L. Kelly
Director                                 Director

 
Robert D. Krebs                          William G. Mitchell
- --------------------------------         ---------------------------------------
Robert D. Krebs                          William G. Mitchell
Director                                 Director



Edward J. Mooney                         Harold B. Smith
- --------------------------------         ---------------------------------------
Edward J. Mooney                         Harold B. Smith
Director                                 Director



William D. Smithburg                     Bide L. Thomas
- --------------------------------         ---------------------------------------
William D. Smithburg                     Bide L. Thomas
Director                                 Director



STATE OF ILLINOIS        )
                         )    SS
COUNTY OF COOK           )


     I,   Victoria Antoni      , a Notary Public, DO HEREBY CERTIFY that the
        -----------------------                                             
above named directors and officers of Northern Trust Corporation, personally
known to me to be the same persons whose names are subscribed to the foregoing
instrument, appeared before me this day in person, and severally acknowledged
that they signed and delivered the instrument as their free and voluntary act,
for the uses and purposes therein set forth.

     GIVEN under my hand and notarial seal this   18th   day of February, 1997.
                                                --------                       


                                              Victoria Antoni
                                              ----------------------
                                              Notary Public


My Commission Expires:

       7/25/99
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