1
                                                                      EXHIBIT 24

                               POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS, that the undersigned director and/or
officer of First American Corporation, a corporation organized under the laws
of the State of Tennessee ("Company"), hereby constitutes and appoints MARY
NEIL PRICE and MARTIN E. SIMMONS and each of them (with full power of each of
them to act alone), his true and lawful attorney-in-fact and agent for him and
on his behalf and in his name, place and stead, in any and all capacities, to
sign, execute and file with the Securities and Exchange Commission, or any
other governmental or regulatory authority, one or more Registration Statements
on Form S-4, S-8 or such other appropriate form (as any of such attorneys may
determine) and all amendments (including post-effective amendments) thereto,
with all exhibits and any and all documents required to be filed with respect
thereto, relating to the registration of shares of the Company's common stock
in connection with the Company's acquisition of First City Bancorp, Inc.
("FCBI") or in connection with FCBI's employee benefit plans, granting unto 
said attorneys and each of them full power and authority to do and to perform 
each and every act and thing requisite and necessary to be done in order to 
effectuate the same as fully to all intents and purposes as he himself might 
or could do if personally present, hereby ratifying and confirming all that 
said attorneys-in-fact and agents, or any of them, may lawfully do or cause to 
be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned director and/or officer has 
hereunto set his hand as of the date specified.


Dated:   December 16, 1995                   /s/ Dale W. Polley
       ----------------------                ----------------------------------
   2

                               POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS, that the undersigned director and/or
officer of First American Corporation, a corporation organized under the laws
of the State of Tennessee ("Company"), hereby constitutes and appoints MARY
NEIL PRICE and MARTIN E. SIMMONS and each of them (with full power of each of
them to act alone), his true and lawful attorney-in-fact and agent for him and
on his behalf and in his name, place and stead, in any and all capacities, to
sign, execute and file with the Securities and Exchange Commission, or any
other governmental or regulatory authority, one or more Registration Statements
on Form S-4, S-8 or such other appropriate form (as any of such attorneys may
determine) and all amendments (including post-effective amendments) thereto,
with all exhibits and any and all documents required to be filed with respect
thereto, relating to the registration of shares of the Company's common stock
in connection with the Company's acquisition of First City Bancorp, Inc.
("FCBI") or in connection with FCBI's employee benefit plans, granting unto 
said attorneys and each of them full power and authority to do and to perform 
each and every act and thing requisite and necessary to be done in order to 
effectuate the same as fully to all intents and purposes as he himself might 
or could do if personally present, hereby ratifying and confirming all that 
said attorneys-in-fact and agents, or any of them, may lawfully do or cause to 
be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned director and/or officer has 
hereunto set his hand as of the date specified.


Dated:   December 16, 1995                   /s/ Dale W. Polley
       ----------------------                ----------------------------------
   3
                                                                      EXHIBIT 24

                               POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS, that the undersigned director and/or
officer of First American Corporation, a corporation organized under the laws
of the State of Tennessee ("Company"), hereby constitutes and appoints MARY
NEIL PRICE and MARTIN E. SIMMONS and each of them (with full power of each of
them to act alone), his true and lawful attorney-in-fact and agent for him and
on his behalf and in his name, place and stead, in any and all capacities, to
sign, execute and file with the Securities and Exchange Commission, or any
other governmental or regulatory authority, one or more Registration Statements
on Form S-4, S-8 or such other appropriate form (as any of such attorneys may
determine) and all amendments (including post-effective amendments) thereto,
with all exhibits and any and all documents required to be filed with respect
thereto, relating to the registration of shares of the Company's common stock
in connection with the Company's acquisition of First City Bancorp, Inc.
("FCBI") or in connection with FCBI's employee benefit plans, granting unto 
said attorneys and each of them full power and authority to do and to perform 
each and every act and thing requisite and necessary to be done in order to 
effectuate the same as fully to all intents and purposes as he himself might 
or could do if personally present, hereby ratifying and confirming all that 
said attorneys-in-fact and agents, or any of them, may lawfully do or cause to 
be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned director and/or officer has 
hereunto set his hand as of the date specified.


Dated:   December 21, 1995                   /s/ Toby S. Wilt
       ----------------------                ----------------------------------
   4
                                                                      EXHIBIT 24

                               POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS, that the undersigned director and/or
officer of First American Corporation, a corporation organized under the laws
of the State of Tennessee ("Company"), hereby constitutes and appoints MARY
NEIL PRICE and MARTIN E. SIMMONS and each of them (with full power of each of
them to act alone), his true and lawful attorney-in-fact and agent for him and
on his behalf and in his name, place and stead, in any and all capacities, to
sign, execute and file with the Securities and Exchange Commission, or any
other governmental or regulatory authority, one or more Registration Statements
on Form S-4, S-8 or such other appropriate form (as any of such attorneys may
determine) and all amendments (including post-effective amendments) thereto,
with all exhibits and any and all documents required to be filed with respect
thereto, relating to the registration of shares of the Company's common stock
in connection with the Company's acquisition of First City Bancorp, Inc.
("FCBI") or in connection with FCBI's employee benefit plans, granting unto 
said attorneys and each of them full power and authority to do and to perform 
each and every act and thing requisite and necessary to be done in order to 
effectuate the same as fully to all intents and purposes as he himself might 
or could do if personally present, hereby ratifying and confirming all that 
said attorneys-in-fact and agents, or any of them, may lawfully do or cause to 
be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned director and/or officer has 
hereunto set his hand as of the date specified.


Dated:   December 21, 1995                   /s/ Cal Turner, Jr.
       ----------------------                ----------------------------------
   5
                                                                      EXHIBIT 24

                               POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS, that the undersigned director and/or
officer of First American Corporation, a corporation organized under the laws
of the State of Tennessee ("Company"), hereby constitutes and appoints MARY
NEIL PRICE and MARTIN E. SIMMONS and each of them (with full power of each of
them to act alone), his true and lawful attorney-in-fact and agent for him and
on his behalf and in his name, place and stead, in any and all capacities, to
sign, execute and file with the Securities and Exchange Commission, or any
other governmental or regulatory authority, one or more Registration Statements
on Form S-4, S-8 or such other appropriate form (as any of such attorneys may
determine) and all amendments (including post-effective amendments) thereto,
with all exhibits and any and all documents required to be filed with respect
thereto, relating to the registration of shares of the Company's common stock
in connection with the Company's acquisition of First City Bancorp, Inc.
("FCBI") or in connection with FCBI's employee benefit plans, granting unto 
said attorneys and each of them full power and authority to do and to perform 
each and every act and thing requisite and necessary to be done in order to 
effectuate the same as fully to all intents and purposes as he himself might 
or could do if personally present, hereby ratifying and confirming all that 
said attorneys-in-fact and agents, or any of them, may lawfully do or cause to 
be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned director and/or officer has 
hereunto set his hand as of the date specified.


Dated:   December 21, 1995                   /s/ Dennis C. Bottorff
       ----------------------                ----------------------------------
   6
                                                                      EXHIBIT 24

                               POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS, that the undersigned director and/or
officer of First American Corporation, a corporation organized under the laws
of the State of Tennessee ("Company"), hereby constitutes and appoints MARY
NEIL PRICE and MARTIN E. SIMMONS and each of them (with full power of each of
them to act alone), his true and lawful attorney-in-fact and agent for him and
on his behalf and in his name, place and stead, in any and all capacities, to
sign, execute and file with the Securities and Exchange Commission, or any
other governmental or regulatory authority, one or more Registration Statements
on Form S-4, S-8 or such other appropriate form (as any of such attorneys may
determine) and all amendments (including post-effective amendments) thereto,
with all exhibits and any and all documents required to be filed with respect
thereto, relating to the registration of shares of the Company's common stock
in connection with the Company's acquisition of First City Bancorp, Inc.
("FCBI") or in connection with FCBI's employee benefit plans, granting unto 
said attorneys and each of them full power and authority to do and to perform 
each and every act and thing requisite and necessary to be done in order to 
effectuate the same as fully to all intents and purposes as he himself might 
or could do if personally present, hereby ratifying and confirming all that 
said attorneys-in-fact and agents, or any of them, may lawfully do or cause to 
be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned director and/or officer has 
hereunto set his hand as of the date specified.


Dated:   December 21, 1995                   /s/ Robert A. McCabe, Jr.
       ----------------------                ----------------------------------
   7
                                                                      EXHIBIT 24

                               POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS, that the undersigned director and/or
officer of First American Corporation, a corporation organized under the laws
of the State of Tennessee ("Company"), hereby constitutes and appoints MARY
NEIL PRICE and MARTIN E. SIMMONS and each of them (with full power of each of
them to act alone), his true and lawful attorney-in-fact and agent for him and
on his behalf and in his name, place and stead, in any and all capacities, to
sign, execute and file with the Securities and Exchange Commission, or any
other governmental or regulatory authority, one or more Registration Statements
on Form S-4, S-8 or such other appropriate form (as any of such attorneys may
determine) and all amendments (including post-effective amendments) thereto,
with all exhibits and any and all documents required to be filed with respect
thereto, relating to the registration of shares of the Company's common stock
in connection with the Company's acquisition of First City Bancorp, Inc.
("FCBI") or in connection with FCBI's employee benefit plans, granting unto 
said attorneys and each of them full power and authority to do and to perform 
each and every act and thing requisite and necessary to be done in order to 
effectuate the same as fully to all intents and purposes as he himself might 
or could do if personally present, hereby ratifying and confirming all that 
said attorneys-in-fact and agents, or any of them, may lawfully do or cause to 
be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned director and/or officer has 
hereunto set his hand as of the date specified.


Dated:   December 21, 1995                   /s/ Walter G. Knestrick
       ----------------------                ----------------------------------
   8
                                                                      EXHIBIT 24

                               POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS, that the undersigned director and/or
officer of First American Corporation, a corporation organized under the laws
of the State of Tennessee ("Company"), hereby constitutes and appoints MARY
NEIL PRICE and MARTIN E. SIMMONS and each of them (with full power of each of
them to act alone), his true and lawful attorney-in-fact and agent for him and
on his behalf and in his name, place and stead, in any and all capacities, to
sign, execute and file with the Securities and Exchange Commission, or any
other governmental or regulatory authority, one or more Registration Statements
on Form S-4, S-8 or such other appropriate form (as any of such attorneys may
determine) and all amendments (including post-effective amendments) thereto,
with all exhibits and any and all documents required to be filed with respect
thereto, relating to the registration of shares of the Company's common stock
in connection with the Company's acquisition of First City Bancorp, Inc.
("FCBI") or in connection with FCBI's employee benefit plans, granting unto 
said attorneys and each of them full power and authority to do and to perform 
each and every act and thing requisite and necessary to be done in order to 
effectuate the same as fully to all intents and purposes as he himself might 
or could do if personally present, hereby ratifying and confirming all that 
said attorneys-in-fact and agents, or any of them, may lawfully do or cause to 
be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned director and/or officer has 
hereunto set his hand as of the date specified.


Dated:   December 21, 1995                   /s/ James A. Haslam II
       ----------------------                ----------------------------------
   9
                                                                      EXHIBIT 24

                               POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS, that the undersigned director and/or
officer of First American Corporation, a corporation organized under the laws
of the State of Tennessee ("Company"), hereby constitutes and appoints MARY
NEIL PRICE and MARTIN E. SIMMONS and each of them (with full power of each of
them to act alone), his true and lawful attorney-in-fact and agent for him and
on his behalf and in his name, place and stead, in any and all capacities, to
sign, execute and file with the Securities and Exchange Commission, or any
other governmental or regulatory authority, one or more Registration Statements
on Form S-4, S-8 or such other appropriate form (as any of such attorneys may
determine) and all amendments (including post-effective amendments) thereto,
with all exhibits and any and all documents required to be filed with respect
thereto, relating to the registration of shares of the Company's common stock
in connection with the Company's acquisition of First City Bancorp, Inc.
("FCBI") or in connection with FCBI's employee benefit plans, granting unto 
said attorneys and each of them full power and authority to do and to perform 
each and every act and thing requisite and necessary to be done in order to 
effectuate the same as fully to all intents and purposes as he himself might 
or could do if personally present, hereby ratifying and confirming all that 
said attorneys-in-fact and agents, or any of them, may lawfully do or cause to 
be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned director and/or officer has 
hereunto set his hand as of the date specified.


Dated:   December 21, 1995                   /s/ T. Scott Fillebrown, Jr.
       ----------------------                ----------------------------------
   10
                                                                      EXHIBIT 24

                               POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS, that the undersigned director and/or
officer of First American Corporation, a corporation organized under the laws
of the State of Tennessee ("Company"), hereby constitutes and appoints MARY
NEIL PRICE and MARTIN E. SIMMONS and each of them (with full power of each of
them to act alone), her true and lawful attorney-in-fact and agent for her and
on her behalf and in her name, place and stead, in any and all capacities, to
sign, execute and file with the Securities and Exchange Commission, or any
other governmental or regulatory authority, one or more Registration Statements
on Form S-4, S-8 or such other appropriate form (as any of such attorneys may
determine) and all amendments (including post-effective amendments) thereto,
with all exhibits and any and all documents required to be filed with respect
thereto, relating to the registration of shares of the Company's common stock
in connection with the Company's acquisition of First City Bancorp, Inc.
("FCBI") or in connection with FCBI's employee benefit plans, granting unto 
said attorneys and each of them full power and authority to do and to perform 
each and every act and thing requisite and necessary to be done in order to 
effectuate the same as fully to all intents and purposes as she herself might 
or could do if personally present, hereby ratifying and confirming all that 
said attorneys-in-fact and agents, or any of them, may lawfully do or cause to 
be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned director and/or officer has 
hereunto set her hand as of the date specified.


Dated:   December 21, 1995                   /s/ Martha R. Ingram
       ----------------------                ----------------------------------
   11

                                                                     EXHIBIT 24

                               POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS, that the undersigned director and/or
officer of First American Corporation, a corporation organized under the laws
of the State of Tennessee ("Company"), hereby constitutes and appoints MARY
NEIL PRICE and MARTIN E. SIMMONS and each of them (with full power of each of
them to act alone), his true and lawful attorney-in-fact and agent for him and
on his behalf and in his name, place and stead, in any and all capacities, to
sign, execute and file with the Securities and Exchange Commission, or any
other governmental or regulatory authority, one or more Registration Statements
on Form S-4, S-8 or such other appropriate form (as any of such attorneys may
determine) and all amendments (including post-effective amendments) thereto,
with all exhibits and any and all documents required to be filed with respect
thereto, relating to the registration of shares of the Company's common stock
in connection with the Company's acquisition of First City Bancorp, Inc.
("FCBI") or in connection with FCBI's employee benefit plans, granting unto 
said attorneys and each of them full power and authority to do and to perform 
each and every act and thing requisite and necessary to be done in order to 
effectuate the same as fully to all intents and purposes as he himself might 
or could do if personally present, hereby ratifying and confirming all that 
said attorneys-in-fact and agents, or any of them, may lawfully do or cause to 
be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned director and/or officer has 
hereunto set his hand as of the date specified.


Dated:   December 21, 1995                   /s/ Reginald D. Dickson
       ----------------------                ----------------------------------
   12
                                                                     EXHIBIT 24


                               POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS, that the undersigned director and/or
officer of First American Corporation, a corporation organized under the laws
of the State of Tennessee ("Company"), hereby constitutes and appoints MARY
NEIL PRICE and MARTIN E. SIMMONS and each of them (with full power of each of
them to act alone), his true and lawful attorney-in-fact and agent for him and
on his behalf and in his name, place and stead, in any and all capacities, to
sign, execute and file with the Securities and Exchange Commission, or any
other governmental or regulatory authority, one or more Registration Statements
on Form S-4, S-8 or such other appropriate form (as any of such attorneys may
determine) and all amendments (including post-effective amendments) thereto,
with all exhibits and any and all documents required to be filed with respect
thereto, relating to the registration of shares of the Company's common stock
in connection with the Company's acquisition of First City Bancorp, Inc.
("FCBI") or in connection with FCBI's employee benefit plans, granting unto 
said attorneys and each of them full power and authority to do and to perform 
each and every act and thing requisite and necessary to be done in order to 
effectuate the same as fully to all intents and purposes as he himself might 
or could do if personally present, hereby ratifying and confirming all that 
said attorneys-in-fact and agents, or any of them, may lawfully do or cause to 
be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned director and/or officer has 
hereunto set his hand as of the date specified.


Dated:   December 21, 1995                   /s/ Roscoe R. Robinson, M.D.
       ----------------------                ----------------------------------
   13

                                                                     EXHIBIT 24

                               POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS, that the undersigned director and/or
officer of First American Corporation, a corporation organized under the laws
of the State of Tennessee ("Company"), hereby constitutes and appoints MARY
NEIL PRICE and MARTIN E. SIMMONS and each of them (with full power of each of
them to act alone), his true and lawful attorney-in-fact and agent for him and
on his behalf and in his name, place and stead, in any and all capacities, to
sign, execute and file with the Securities and Exchange Commission, or any
other governmental or regulatory authority, one or more Registration Statements
on Form S-4, S-8 or such other appropriate form (as any of such attorneys may
determine) and all amendments (including post-effective amendments) thereto,
with all exhibits and any and all documents required to be filed with respect
thereto, relating to the registration of shares of the Company's common stock
in connection with the Company's acquisition of First City Bancorp, Inc.
("FCBI") or in connection with FCBI's employee benefit plans, granting unto 
said attorneys and each of them full power and authority to do and to perform 
each and every act and thing requisite and necessary to be done in order to 
effectuate the same as fully to all intents and purposes as he himself might 
or could do if personally present, hereby ratifying and confirming all that 
said attorneys-in-fact and agents, or any of them, may lawfully do or cause to 
be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned director and/or officer has 
hereunto set his hand as of the date specified.


Dated:   December 19, 1995                   /s/ Sam H. Anderson, Jr.
       ----------------------                ----------------------------------
   14


                                                                     EXHIBIT 24
                              

                              POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS, that the undersigned director and/or
officer of First American Corporation, a corporation organized under the laws
of the State of Tennessee ("Company"), hereby constitutes and appoints MARY
NEIL PRICE and MARTIN E. SIMMONS and each of them (with full power of each of
them to act alone), his true and lawful attorney-in-fact and agent for him and
on his behalf and in his name, place and stead, in any and all capacities, to
sign, execute and file with the Securities and Exchange Commission, or any
other governmental or regulatory authority, one or more Registration Statements
on Form S-4, S-8 or such other appropriate form (as any of such attorneys may
determine) and all amendments (including post-effective amendments) thereto,
with all exhibits and any and all documents required to be filed with respect
thereto, relating to the registration of shares of the Company's common stock
in connection with the Company's acquisition of First City Bancorp, Inc.
("FCBI") or in connection with FCBI's employee benefit plans, granting unto 
said attorneys and each of them full power and authority to do and to perform 
each and every act and thing requisite and necessary to be done in order to 
effectuate the same as fully to all intents and purposes as he himself might 
or could do if personally present, hereby ratifying and confirming all that 
said attorneys-in-fact and agents, or any of them, may lawfully do or cause to 
be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned director and/or officer has 
hereunto set his hand as of the date specified.


Dated:   December 21, 1995                   /s/ James R. Martin
       ----------------------                ----------------------------------
   15


                                                                     EXHIBIT 24
                              

                              POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS, that the undersigned director and/or
officer of First American Corporation, a corporation organized under the laws
of the State of Tennessee ("Company"), hereby constitutes and appoints MARY
NEIL PRICE and MARTIN E. SIMMONS and each of them (with full power of each of
them to act alone), his true and lawful attorney-in-fact and agent for him and
on his behalf and in his name, place and stead, in any and all capacities, to
sign, execute and file with the Securities and Exchange Commission, or any
other governmental or regulatory authority, one or more Registration Statements
on Form S-4, S-8 or such other appropriate form (as any of such attorneys may
determine) and all amendments (including post-effective amendments) thereto,
with all exhibits and any and all documents required to be filed with respect
thereto, relating to the registration of shares of the Company's common stock
in connection with the Company's acquisition of First City Bancorp, Inc.
("FCBI") or in connection with FCBI's employee benefit plans, granting unto 
said attorneys and each of them full power and authority to do and to perform 
each and every act and thing requisite and necessary to be done in order to 
effectuate the same as fully to all intents and purposes as he himself might 
or could do if personally present, hereby ratifying and confirming all that 
said attorneys-in-fact and agents, or any of them, may lawfully do or cause to 
be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned director and/or officer has 
hereunto set his hand as of the date specified.


Dated:   December 21, 1995                   /s/ William S. Wire II
       ----------------------                ----------------------------------
   16
                                                                     EXHIBIT 24
                              

                              POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS, that the undersigned director and/or
officer of First American Corporation, a corporation organized under the laws
of the State of Tennessee ("Company"), hereby constitutes and appoints MARY
NEIL PRICE and MARTIN E. SIMMONS and each of them (with full power of each of
them to act alone), his true and lawful attorney-in-fact and agent for him and
on his behalf and in his name, place and stead, in any and all capacities, to
sign, execute and file with the Securities and Exchange Commission, or any
other governmental or regulatory authority, one or more Registration Statements
on Form S-4, S-8 or such other appropriate form (as any of such attorneys may
determine) and all amendments (including post-effective amendments) thereto,
with all exhibits and any and all documents required to be filed with respect
thereto, relating to the registration of shares of the Company's common stock
in connection with the Company's acquisition of First City Bancorp, Inc.
("FCBI") or in connection with FCBI's employee benefit plans, granting unto 
said attorneys and each of them full power and authority to do and to perform 
each and every act and thing requisite and necessary to be done in order to 
effectuate the same as fully to all intents and purposes as he himself might 
or could do if personally present, hereby ratifying and confirming all that 
said attorneys-in-fact and agents, or any of them, may lawfully do or cause to 
be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned director and/or officer has 
hereunto set his hand as of the date specified.


Dated:   December 21, 1995                   /s/ Earnest W. Deavenport, Jr.
       ----------------------                ----------------------------------
   17


                                                                     EXHIBIT 24
                             

                              POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS, that the undersigned director and/or
officer of First American Corporation, a corporation organized under the laws
of the State of Tennessee ("Company"), hereby constitutes and appoints MARY
NEIL PRICE and MARTIN E. SIMMONS and each of them (with full power of each of
them to act alone), his true and lawful attorney-in-fact and agent for him and
on his behalf and in his name, place and stead, in any and all capacities, to
sign, execute and file with the Securities and Exchange Commission, or any
other governmental or regulatory authority, one or more Registration Statements
on Form S-4, S-8 or such other appropriate form (as any of such attorneys may
determine) and all amendments (including post-effective amendments) thereto,
with all exhibits and any and all documents required to be filed with respect
thereto, relating to the registration of shares of the Company's common stock
in connection with the Company's acquisition of First City Bancorp, Inc.
("FCBI") or in connection with FCBI's employee benefit plans, granting unto 
said attorneys and each of them full power and authority to do and to perform 
each and every act and thing requisite and necessary to be done in order to 
effectuate the same as fully to all intents and purposes as he himself might 
or could do if personally present, hereby ratifying and confirming all that 
said attorneys-in-fact and agents, or any of them, may lawfully do or cause to 
be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned director and/or officer has 
hereunto set his hand as of the date specified.


Dated:   December 21, 1995                   /s/ James F. Smith, Jr.
       ----------------------                ----------------------------------
   18
                                                                      EXHIBIT 24
                              

                              POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS, that the undersigned director and/or
officer of First American Corporation, a corporation organized under the laws
of the State of Tennessee ("Company"), hereby constitutes and appoints MARY
NEIL PRICE and MARTIN E. SIMMONS and each of them (with full power of each of
them to act alone), his true and lawful attorney-in-fact and agent for him and
on his behalf and in his name, place and stead, in any and all capacities, to
sign, execute and file with the Securities and Exchange Commission, or any
other governmental or regulatory authority, one or more Registration Statements
on Form S-4, S-8 or such other appropriate form (as any of such attorneys may
determine) and all amendments (including post-effective amendments) thereto,
with all exhibits and any and all documents required to be filed with respect
thereto, relating to the registration of shares of the Company's common stock
in connection with the Company's acquisition of First City Bancorp, Inc.
("FCBI") or in connection with FCBI's employee benefit plans, granting unto 
said attorneys and each of them full power and authority to do and to perform 
each and every act and thing requisite and necessary to be done in order to 
effectuate the same as fully to all intents and purposes as he himself might 
or could do if personally present, hereby ratifying and confirming all that 
said attorneys-in-fact and agents, or any of them, may lawfully do or cause to 
be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned director and/or officer has 
hereunto set his hand as of the date specified.


Dated:   December 18, 1995                   /s/ Gene C. Koonce
       ----------------------                ----------------------------------
   19
                                                                     EXHIBIT 24
                             

                              POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS, that the undersigned director and/or
officer of First American Corporation, a corporation organized under the laws
of the State of Tennessee ("Company"), hereby constitutes and appoints MARY
NEIL PRICE and MARTIN E. SIMMONS and each of them (with full power of each of
them to act alone), his true and lawful attorney-in-fact and agent for him and
on his behalf and in his name, place and stead, in any and all capacities, to
sign, execute and file with the Securities and Exchange Commission, or any
other governmental or regulatory authority, one or more Registration Statements
on Form S-4, S-8 or such other appropriate form (as any of such attorneys may
determine) and all amendments (including post-effective amendments) thereto,
with all exhibits and any and all documents required to be filed with respect
thereto, relating to the registration of shares of the Company's common stock
in connection with the Company's acquisition of First City Bancorp, Inc.
("FCBI") or in connection with FCBI's employee benefit plans, granting unto 
said attorneys and each of them full power and authority to do and to perform 
each and every act and thing requisite and necessary to be done in order to 
effectuate the same as fully to all intents and purposes as he himself might 
or could do if personally present, hereby ratifying and confirming all that 
said attorneys-in-fact and agents, or any of them, may lawfully do or cause to 
be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned director and/or officer has 
hereunto set his hand as of the date specified.


Dated:   December 18, 1995                   /s/ Ted H. Welch
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