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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 ELBERT L. THOMAS, JR., JAMES F.
KEEN, CLYDE A. BILLINGS, JR., and TERESA A. ROSENGARTEN, 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-8 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 6,000,000
additional shares of the Corporation's Common Stock, par value $0.625 per share,
pursuant to the First Tennessee National Corporation 1997 Employee Stock Option
Plan ("Plan") 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 Chairman of the Board, President December 31, 1998
- ---------------------------------- and Chief Executive Officer and a
Ralph Horn Director (principal executive officer)
Elbert L. Thomas, Jr. Executive Vice President and December 31, 1998
- ---------------------------------- Chief Financial Officer
Elbert L. Thomas, Jr. (principal financial officer)
James F. Keen Senior Vice President and December 31, 1998
- ---------------------------------- Controller (principal
James F. Keen accounting officer)
Robert C. Blattberg Director December 31, 1998
- ----------------------------------
Robert C. Blattberg
Director December , 1998
- ---------------------------------- ---
Carlos H. Cantu
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George E. Cates Director December 31, 1998
- ----------------------------------
George E. Cates
J. Kenneth Glass Director December 31, 1998
- ----------------------------------
J. Kenneth Glass
James A. Haslam, III Director December 31, 1998
- ----------------------------------
James A. Haslam, III
John C. Kelley, Jr. Director December 31, 1998
- ----------------------------------
John C. Kelley, Jr.
R. Brad Martin Director December 31, 1998
- ----------------------------------
R. Brad Martin
Joseph Orgill, III Director December 31, 1998
- ----------------------------------
Joseph Orgill, III
Vicki G. Roman Director December 31, 1998
- ----------------------------------
Vicki G. Roman
Michael D. Rose Director December 31, 1998
- ----------------------------------
Michael D. Rose
William B. Sansom Director December 31, 1998
- ----------------------------------
William B. Sansom
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