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                                                                      EXHIBIT 24


                               POWER OF ATTORNEY


         We, the undersigned officers and directors of Corrections Corporation
of America, hereby severally constitute Doctor R. Crants and Darrell K.
Massengale, and each of them, singly, our true and lawful attorneys with full
power to them, and each of them singly, to sign for us and in our names, in the
capacities indicated below, the Registration Statement filed herewith and any
amendments to said Registration Statement, and generally to do all such things
in our name and behalf in our capacities as officers and directors to enable
Corrections Corporation of America to comply with the provisions of the
Securities Act of 1933, as amended, and all requirements of the Securities and
Exchange Commission, hereby ratifying and confirming our signatures as they may
be signed by our said attorneys, or any of them, to said Registration Statement
and any and all amendments thereto.

         Witness our hands and common seals on the date set forth below.

         Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the date indicated.




          SIGNATURE                                          TITLE                               DATE
          ---------                                          -----                               ----
                                                                                   
(i)       Principal Executive
          Officer or Officers



          /s/ Doctor R. Crants                          Chairman of the                     June 30, 1995
          -----------------------------                 Board and Chief                                  
          Doctor R. Crants                              Executive Officer
                                                                         
                                                        


(ii)      Principal Financial and
          Accounting Officer



          /s/ Darrell K. Massengale                     Vice President,                     June 30, 1995
          -----------------------------                 Finance; Secretary;                              
          Darrell K. Massengale                         and Treasurer          
                                                        (principal financial   
                                                        and accounting officer)
                                                                               
                                                
   2

(iv)      A Majority of the
          Board of Directors




                                                                                      
/s/ Doctor R. Crants                                    Director                            June 30, 1995
- ------------------------------                                                                           
Doctor R. Crants



                                                        Director                            June __, 1995
- ------------------------------                                                                           
Thomas W. Beasley



/s/ Richard H. Fulton                                   Director                            June 30, 1995
- ------------------------------                                                                           
Richard H. Fulton



/s/ Samuel W. Bartholomew, Jr.                          Director                            June 30, 1995
- ------------------------------                                                                           
Samuel W. Bartholomew, Jr.



/s/ T. Don Hutto                                        Director                            June 30, 1995
- ------------------------------                                                                           
T. Don Hutto



                                                        Director                            June __, 1995
- ------------------------------                                                                           
William F. Andrews


                                                        Director                            June __, 1995
- ------------------------------                                                                           
Jean-Pierre Cuny