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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 Stock Exchange
Agreement dated as of June 15, 1994, by and among the Corporation, First
Tennessee Bank National Association, Emerald Mortgage Company ("Emerald"), and
the shareholders of Emerald 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                   August 22, 1994
- ---------------------------                 (principal executive officer)            
Ralph Horn                                  and a Director               
                                            
Susan Schmidt Bies                         Executive Vice President                  August 22, 1994        
- ---------------------------                 and Chief Financial Officer              
Susan Schmidt Bies                          (principal financial officer)

James F. Keen                              Senior Vice President and                 August 22, 1994
- ---------------------------                 Controller (principal                   
James F. Keen                               accounting officer)  

Jack A. Belz                               Director                                  August 22, 1994
- ---------------------------                                                          
Jack A. Belz

Robert C. Blattberg                        Director                                  August 22, 1994
- ---------------------------                                                         
Robert C. Blattberg

J. R. Hyde, III                            Director                                  August 22, 1994
- ---------------------------                                                          
J. R. Hyde, III

Joseph Orgill, III                         Director                                  August 22, 1994
- ---------------------------                                                          
Joseph Orgill, III

Richard E. Ray                             Director                                  August 22, 1994
- ---------------------------                                                          
Richard E. Ray


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Vicki G. Roman                             Director                                  August 22, 1994
- ---------------------------                                                         
Vicki G. Roman

Michael D. Rose                            Director                                  August 22, 1994
- ---------------------------                                                          
Michael D. Rose

William B. Sansom                          Director                                  August 22, 1994
- ---------------------------                                                          
William B. Sansom

Gordon P. Street, Jr.                      Director                                  August 22, 1994
- ---------------------------                                                          
Gordon P. Street, Jr.

Ronald Terry                               Director                                  August 22, 1994
- ---------------------------                                                          
Ronald Terry






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