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                                                                EXHIBIT 24


                               POWER OF ATTORNEY

         KNOW ALL MEN BY THESE PRESENTS, that each person whose signature
appears below does hereby constitute and appoint SUSAN SCHMIDT BIES, JAMES F.
KEEN, CLYDE A. BILLINGS, JR., and TERESA A. FEHRMAN jointly and each of them
severally, his or her true and lawful attorney-in-fact and agent, with full
power of substitution and resubstitution, for him or her and in his or her
name, place and stead, in any and all capacities, to execute and sign the
Registration Statement on Form S-4 to be filed with the Securities and Exchange
Commission, pursuant to the provisions of the Securities Act of 1933, by First
Tennessee National Corporation ("Corporation") relating to the issuance of its
Common Stock, par value $2.50 per share, pursuant to the Agreement and Plan of
Merger dated as of March 29, 1994, by and between the Corporation and Planters
Bank, Tunica, Mississippi, and, further, to execute and sign any and all
pre-effective and post-effective amendments thereto 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, and each of them, or their or his or her substitute or substitutes,
full power and authority to do and perform each and every act and thing
requisite or necessary to be done in and about the premises, as fully to all
intents and purposes as the undersigned might or could do in person, hereby
ratifying and confirming all the acts that said attorneys-in-fact and agents,
or any of them, or their or his or her substitute or substitutes, may lawfully
do or cause to be done by virtue hereof.



                                                                              
  Signature                                Title                                        Date
  ---------                                -----                                        ----
                                      
                                                                                                 
  Ralph Horn                           Chief Executive Officer                      April 27, 1994 
- ------------------------------         (principal executive officer)                 
  Ralph Horn                           and a director                               

             
 
  Susan Schmidt Bies                   Executive Vice President                     April 27, 1994
- ------------------------------         and Chief Financial Officer                  
  Susan Schmidt Bies                   (principal financial officer)                
                     
  
  James F. Keen                        Senior Vice President and                    April 27, 1994
- ------------------------------         Controller (principal                        
  James F. Keen                        accounting officer)                          

                
  Jack a. Belz                         Director                                     April 27, 1994
- ------------------------------                                                      
  Jack A. Belz                                                                      
  
  Robert C. Blattberg                  Director                                     April 27, 1994
- ------------------------------                                                      
  Robert C. Blattberg                                                               

  J. R. Hyde, III                      Director                                     April 27, 1994
- ------------------------------                                                      
  J. R. Hyde, III                                                                   

  Joseph Orgill, III                   Director                                     April 27, 1994
- ------------------------------                                                      
  Joseph Orgill, III                                                                 
  
  Richard E. Ray                       Director                                     April 27, 1994
- ------------------------------                                                      
  Richard E. Ray                                                                            

                                                                      





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  Vicki G. Roman                          Director                         April 27, 1994
- ------------------------------                                             
  Vicki G. Roman                                                           

  Michael D. Rose                         Director                         April 27, 1994
- ------------------------------                                             
  Michael D. Rose                                                          
                  
  William B. Sansom                       Director                         April 27, 1994
- ------------------------------                                             
  William B. Sansom                                                        
  
  Gordon P. Street, Jr.                   Director                         April 27, 1994
- ------------------------------                                             
  Gordon P. Street, Jr.                                                    

  Ronald Terry                            Director                         April 27, 1994
- ------------------------------                                             
  Ronald Terry






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