Exhibit 24.2

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                                POWER OF ATTORNEY
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         KNOW ALL MEN BY THESE PRESENTS, that the person whose signature appears
below constitutes and appoints Joseph H. Scarlett, Jr. and David C. Lewis, and
each of them acting alone, his true and lawful attorneys-in-fact, and agents,
with full power of substitution and revocation, for him and in his name, place
and stead, in any and all capacities, to sign the Registration Statement on Form
S-8 (the "registration statement") of Tractor Supply Company (the "Company")
relating to the Company's 2000 Stock Incentive Plan and any and all amendments
to the registration statement, and to file the same, with all exhibits thereto,
and other documents in connection therewith, with the Securities and Exchange
Commission 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 as to all intents and purposes as he might or could do in
person, hereby ratifying and confirming all that said attorneys-in-fact and
agents, or either of them, or his or their substitute or substitutes, may
lawfully do or cause to be done by virtue hereof.

Dated:  January 23, 2003



                                         /s/ Calvin B. Massmann
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                                         Calvin B. Massmann