1
EXHIBIT 24
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director
and/or executive officer of First American Corporation, a corporation organized
under the laws of the State of Tennessee (the "Corporation"), hereby constitutes
and appoints Mary Neil Price and Dale W. Polley, and each of them (with full
power to each of them to act alone), his or her true and lawful
attorneys-in-fact and agents with full power of substitution and resubstitution,
for him or her and on his or her behalf and in his or 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) a
Registration Statement on Form S-4 (or any other appropriate form), any 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 under the Securities Act of 1933, as amended, of shares of the
Corporation's common stock authorized to be issued in connection with the
Corporation's acquisition of Pioneer Bancshares, Inc., 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 or 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 his or her hand as of the date specified.
Dated: July 16, 1998
/s/ EARNEST W. DEAVENPORT, JR.
-----------------------------------------
Name: Earnest W. Deavenport, Jr.
Director,
First American Corporation
2
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director
and/or executive officer of First American Corporation, a corporation organized
under the laws of the State of Tennessee (the "Corporation"), hereby constitutes
and appoints Mary Neil Price and Dale W. Polley, and each of them (with full
power to each of them to act alone), his or her true and lawful
attorneys-in-fact and agents with full power of substitution and resubstitution,
for him or her and on his or her behalf and in his or 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) a
Registration Statement on Form S-4 (or any other appropriate form), any 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 under the Securities Act of 1933, as amended, of shares of the
Corporation's common stock authorized to be issued in connection with the
Corporation's acquisition of Pioneer Bancshares, Inc., 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 or 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 his or her hand as of the date specified.
Dated: July 16, 1998
/s/ REGINALD H. DICKSON
-----------------------------------------
Name: Reginald H. Dickson
Director,
First American Corporation
3
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director
and/or executive officer of First American Corporation, a corporation organized
under the laws of the State of Tennessee (the "Corporation"), hereby constitutes
and appoints Mary Neil Price and Dale W. Polley, and each of them (with full
power to each of them to act alone), his or her true and lawful
attorneys-in-fact and agents with full power of substitution and resubstitution,
for him or her and on his or her behalf and in his or 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) a
Registration Statement on Form S-4 (or any other appropriate form), any 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 under the Securities Act of 1933, as amended, of shares of the
Corporation's common stock authorized to be issued in connection with the
Corporation's acquisition of Pioneer Bancshares, Inc., 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 or 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 his or her hand as of the date specified.
Dated: July 16, 1998
/s/ JAMES A. HASLAM, II
-----------------------------------------
Name: James A. Haslam, II
Director,
First American Corporation
4
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director
and/or executive officer of First American Corporation, a corporation organized
under the laws of the State of Tennessee (the "Corporation"), hereby constitutes
and appoints Mary Neil Price and Dale W. Polley, and each of them (with full
power to each of them to act alone), his or her true and lawful
attorneys-in-fact and agents with full power of substitution and resubstitution,
for him or her and on his or her behalf and in his or 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) a
Registration Statement on Form S-4 (or any other appropriate form), any 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 under the Securities Act of 1933, as amended, of shares of the
Corporation's common stock authorized to be issued in connection with the
Corporation's acquisition of Pioneer Bancshares, Inc., 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 or 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 his or her hand as of the date specified.
Dated: July 16, 1998
/s/ WARREN A. HOOD, JR.
-----------------------------------------
Name: Warren A. Hood, Jr.
Director,
First American Corporation
5
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director
and/or executive officer of First American Corporation, a corporation organized
under the laws of the State of Tennessee (the "Corporation"), hereby constitutes
and appoints Mary Neil Price and Dale W. Polley, and each of them (with full
power to each of them to act alone), his or her true and lawful
attorneys-in-fact and agents with full power of substitution and resubstitution,
for him or her and on his or her behalf and in his or 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) a
Registration Statement on Form S-4 (or any other appropriate form), any 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 under the Securities Act of 1933, as amended, of shares of the
Corporation's common stock authorized to be issued in connection with the
Corporation's acquisition of Pioneer Bancshares, Inc., 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 or 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 his or her hand as of the date specified.
Dated: July 16, 1998
/s/ MARTHA R. INGRAM
-----------------------------------------
Name: Martha R. Ingram
Director,
First American Corporation
6
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director
and/or executive officer of First American Corporation, a corporation organized
under the laws of the State of Tennessee (the "Corporation"), hereby constitutes
and appoints Mary Neil Price and Dale W. Polley, and each of them (with full
power to each of them to act alone), his or her true and lawful
attorneys-in-fact and agents with full power of substitution and resubstitution,
for him or her and on his or her behalf and in his or 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) a
Registration Statement on Form S-4 (or any other appropriate form), any 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 under the Securities Act of 1933, as amended, of shares of the
Corporation's common stock authorized to be issued in connection with the
Corporation's acquisition of Pioneer Bancshares, Inc., 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 or 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 his or her hand as of the date specified.
Dated: July 16, 1998
/s/ WALTER G. KNESTRICK
-----------------------------------------
Name: Walter G. Knestrick
Director,
First American Corporation
7
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director
and/or executive officer of First American Corporation, a corporation organized
under the laws of the State of Tennessee (the "Corporation"), hereby constitutes
and appoints Mary Neil Price and Dale W. Polley, and each of them (with full
power to each of them to act alone), his or her true and lawful
attorneys-in-fact and agents with full power of substitution and resubstitution,
for him or her and on his or her behalf and in his or 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) a
Registration Statement on Form S-4 (or any other appropriate form), any 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 under the Securities Act of 1933, as amended, of shares of the
Corporation's common stock authorized to be issued in connection with the
Corporation's acquisition of Pioneer Bancshares, Inc., 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 or 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 his or her hand as of the date specified.
Dated: July 16, 1998
/s/ GENE C. KOONCE
-----------------------------------------
Name: Gene C. Koonce
Director,
First American Corporation
8
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director
and/or executive officer of First American Corporation, a corporation organized
under the laws of the State of Tennessee (the "Corporation"), hereby constitutes
and appoints Mary Neil Price and Dale W. Polley, and each of them (with full
power to each of them to act alone), his or her true and lawful
attorneys-in-fact and agents with full power of substitution and resubstitution,
for him or her and on his or her behalf and in his or 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) a
Registration Statement on Form S-4 (or any other appropriate form), any 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 under the Securities Act of 1933, as amended, of shares of the
Corporation's common stock authorized to be issued in connection with the
Corporation's acquisition of Pioneer Bancshares, Inc., 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 or 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 his or her hand as of the date specified.
Dated: July 16, 1998
/s/ JAMES R. MARTIN
-----------------------------------------
Name: James R. Martin
Director,
First American Corporation
9
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director
and/or executive officer of First American Corporation, a corporation organized
under the laws of the State of Tennessee (the "Corporation"), hereby constitutes
and appoints Mary Neil Price and Dale W. Polley, and each of them (with full
power to each of them to act alone), his or her true and lawful
attorneys-in-fact and agents with full power of substitution and resubstitution,
for him or her and on his or her behalf and in his or 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) a
Registration Statement on Form S-4 (or any other appropriate form), any 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 under the Securities Act of 1933, as amended, of shares of the
Corporation's common stock authorized to be issued in connection with the
Corporation's acquisition of Pioneer Bancshares, Inc., 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 or 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 his or her hand as of the date specified.
Dated: July 16, 1998
/s/ ROBERT A. MCCABE, JR.
-----------------------------------------
Name: Robert A. McCabe, Jr.
Director,
First American Corporation
10
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director
and/or executive officer of First American Corporation, a corporation organized
under the laws of the State of Tennessee (the "Corporation"), hereby constitutes
and appoints Mary Neil Price and Dale W. Polley, and each of them (with full
power to each of them to act alone), his or her true and lawful
attorneys-in-fact and agents with full power of substitution and resubstitution,
for him or her and on his or her behalf and in his or 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) a
Registration Statement on Form S-4 (or any other appropriate form), any 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 under the Securities Act of 1933, as amended, of shares of the
Corporation's common stock authorized to be issued in connection with the
Corporation's acquisition of Pioneer Bancshares, Inc., 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 or 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 his or her hand as of the date specified.
Dated: July 16, 1998
/s/ HOWARD L. MCMILLAN, JR.
-----------------------------------------
Name: Howard L. McMillan, Jr.
Director,
First American Corporation
11
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director
and/or executive officer of First American Corporation, a corporation organized
under the laws of the State of Tennessee (the "Corporation"), hereby constitutes
and appoints Mary Neil Price and Dale W. Polley, and each of them (with full
power to each of them to act alone), his or her true and lawful
attorneys-in-fact and agents with full power of substitution and resubstitution,
for him or her and on his or her behalf and in his or 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) a
Registration Statement on Form S-4 (or any other appropriate form), any 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 under the Securities Act of 1933, as amended, of shares of the
Corporation's common stock authorized to be issued in connection with the
Corporation's acquisition of Pioneer Bancshares, Inc., 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 or 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 his or her hand as of the date specified.
Dated: July 16, 1998
/s/ JOHN N. PALMER
-----------------------------------------
Name: John N. Palmer
Director,
First American Corporation
12
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director
and/or executive officer of First American Corporation, a corporation organized
under the laws of the State of Tennessee (the "Corporation"), hereby constitutes
and appoints Mary Neil Price and Dale W. Polley, and each of them (with full
power to each of them to act alone), his or her true and lawful
attorneys-in-fact and agents with full power of substitution and resubstitution,
for him or her and on his or her behalf and in his or 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) a
Registration Statement on Form S-4 (or any other appropriate form), any 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 under the Securities Act of 1933, as amended, of shares of the
Corporation's common stock authorized to be issued in connection with the
Corporation's acquisition of Pioneer Bancshares, Inc., 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 or 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 his or her hand as of the date specified.
Dated: July 16, 1998
/s/ E.B. ROBINSON, JR.
-----------------------------------------
Name: E.B. Robinson, Jr.
Director,
First American Corporation
13
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director
and/or executive officer of First American Corporation, a corporation organized
under the laws of the State of Tennessee (the "Corporation"), hereby constitutes
and appoints Mary Neil Price and Dale W. Polley, and each of them (with full
power to each of them to act alone), his or her true and lawful
attorneys-in-fact and agents with full power of substitution and resubstitution,
for him or her and on his or her behalf and in his or 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) a
Registration Statement on Form S-4 (or any other appropriate form), any 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 under the Securities Act of 1933, as amended, of shares of the
Corporation's common stock authorized to be issued in connection with the
Corporation's acquisition of Pioneer Bancshares, Inc., 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 or 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 his or her hand as of the date specified.
Dated: July 16, 1998
/s/ ROSCOE R. ROBINSON
-----------------------------------------
Name: Roscoe R. Robinson
Director,
First American Corporation
14
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director
and/or executive officer of First American Corporation, a corporation organized
under the laws of the State of Tennessee (the "Corporation"), hereby constitutes
and appoints Mary Neil Price and Dale W. Polley, and each of them (with full
power to each of them to act alone), his or her true and lawful
attorneys-in-fact and agents with full power of substitution and resubstitution,
for him or her and on his or her behalf and in his or 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) a
Registration Statement on Form S-4 (or any other appropriate form), any 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 under the Securities Act of 1933, as amended, of shares of the
Corporation's common stock authorized to be issued in connection with the
Corporation's acquisition of Pioneer Bancshares, Inc., 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 or 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 his or her hand as of the date specified.
Dated: July 16, 1998
/s/ JAMES F. SMITH, JR.
-----------------------------------------
Name: James F. Smith, Jr.
Director,
First American Corporation
15
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director
and/or executive officer of First American Corporation, a corporation organized
under the laws of the State of Tennessee (the "Corporation"), hereby constitutes
and appoints Mary Neil Price and Dale W. Polley, and each of them (with full
power to each of them to act alone), his or her true and lawful
attorneys-in-fact and agents with full power of substitution and resubstitution,
for him or her and on his or her behalf and in his or 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) a
Registration Statement on Form S-4 (or any other appropriate form), any 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 under the Securities Act of 1933, as amended, of shares of the
Corporation's common stock authorized to be issued in connection with the
Corporation's acquisition of Pioneer Bancshares, Inc., 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 or 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 his or her hand as of the date specified.
Dated: July 16, 1998
/s/ CAL TURNER, JR.
-----------------------------------------
Name: Cal Turner, Jr.
Director,
First American Corporation
16
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director
and/or executive officer of First American Corporation, a corporation organized
under the laws of the State of Tennessee (the "Corporation"), hereby constitutes
and appoints Mary Neil Price and Dale W. Polley, and each of them (with full
power to each of them to act alone), his or her true and lawful
attorneys-in-fact and agents with full power of substitution and resubstitution,
for him or her and on his or her behalf and in his or 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) a
Registration Statement on Form S-4 (or any other appropriate form), any 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 under the Securities Act of 1933, as amended, of shares of the
Corporation's common stock authorized to be issued in connection with the
Corporation's acquisition of Pioneer Bancshares, Inc., 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 or 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 his or her hand as of the date specified.
Dated: July 16, 1998
/s/ CELIA A. WALLACE
-----------------------------------------
Name: Celia A. Wallace
Director,
First American Corporation
17
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director
and/or executive officer of First American Corporation, a corporation organized
under the laws of the State of Tennessee (the "Corporation"), hereby constitutes
and appoints Mary Neil Price and Dale W. Polley, and each of them (with full
power to each of them to act alone), his or her true and lawful
attorneys-in-fact and agents with full power of substitution and resubstitution,
for him or her and on his or her behalf and in his or 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) a
Registration Statement on Form S-4 (or any other appropriate form), any 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 under the Securities Act of 1933, as amended, of shares of the
Corporation's common stock authorized to be issued in connection with the
Corporation's acquisition of Pioneer Bancshares, Inc., 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 or 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 his or her hand as of the date specified.
Dated: July 16, 1998
/s/ TED H. WELCH
-----------------------------------------
Name: Ted H. Welch
Director,
First American Corporation
18
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director
and/or executive officer of First American Corporation, a corporation organized
under the laws of the State of Tennessee (the "Corporation"), hereby constitutes
and appoints Mary Neil Price and Dale W. Polley, and each of them (with full
power to each of them to act alone), his or her true and lawful
attorneys-in-fact and agents with full power of substitution and resubstitution,
for him or her and on his or her behalf and in his or 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) a
Registration Statement on Form S-4 (or any other appropriate form), any 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 under the Securities Act of 1933, as amended, of shares of the
Corporation's common stock authorized to be issued in connection with the
Corporation's acquisition of Pioneer Bancshares, Inc., 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 or 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 his or her hand as of the date specified.
Dated: July 16, 1998
/s/ J. KELLEY WILLIAMS
-----------------------------------------
Name: J. Kelley Williams
Director,
First American Corporation
19
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director
and/or executive officer of First American Corporation, a corporation organized
under the laws of the State of Tennessee (the "Corporation"), hereby constitutes
and appoints Mary Neil Price and Dale W. Polley, and each of them (with full
power to each of them to act alone), his or her true and lawful
attorneys-in-fact and agents with full power of substitution and resubstitution,
for him or her and on his or her behalf and in his or 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) a
Registration Statement on Form S-4 (or any other appropriate form), any 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 under the Securities Act of 1933, as amended, of shares of the
Corporation's common stock authorized to be issued in connection with the
Corporation's acquisition of Pioneer Bancshares, Inc., 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 or 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 his or her hand as of the date specified.
Dated: July 16, 1998
/s/ TOBY S. WILT
-----------------------------------------
Name: Toby S. Wilt
Director,
First American Corporation
20
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director
and/or executive officer of First American Corporation, a corporation organized
under the laws of the State of Tennessee (the "Corporation"), hereby constitutes
and appoints Mary Neil Price and Dale W. Polley, and each of them (with full
power to each of them to act alone), his or her true and lawful
attorneys-in-fact and agents with full power of substitution and resubstitution,
for him or her and on his or her behalf and in his or 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) a
Registration Statement on Form S-4 (or any other appropriate form), any 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 under the Securities Act of 1933, as amended, of shares of the
Corporation's common stock authorized to be issued in connection with the
Corporation's acquisition of Pioneer Bancshares, Inc., 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 or 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 his or her hand as of the date specified.
Dated: July 16, 1998
/s/ WILLIAM S. WIRE, II
-----------------------------------------
Name: William S. Wire, II
Director,
First American Corporation