1

                                                                      EXHIBIT 24

                                POWER OF ATTORNEY

        KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned Director of
Fluor Corporation, a Delaware corporation ("Fluor"), does hereby constitute and
appoint Lawrence N. Fisher and Eric P. Helm and each of them, his true and
lawful attorneys-in-fact and agents with full power of substitution and
resubstitution, for him and in his name, place and stead, in any and all
capacities, to sign a Registration Statement on Form S-3 and any and all
amendments thereto (including post-effective amendments) to be filed by Fluor
with the Securities and Exchange Commission (the "Commission") for the purpose
of registering under the Securities Act of 1933, as amended, up to $300,000,000
of Fluor debt securities covered by said Registration Statement and to file such
Registration Statement and any and all such amendments and any and all exhibits
thereto, and any and all other information and documents in connection
therewith, with the Commission, granting unto said attorneys-in-fact and agents,
each acting alone, full power and authority to do and perform each and every act
and thing requisite and necessary to be done in and about the premises, as fully
and to all intents and purposes as he might or could do in person, hereby
ratifying and confirming as his own act and deed all that such attorneys-in-fact
and agents, and each of them, shall do or cause to be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned has hereunto subscribed his
signature as of the 5th day of June, 2001.


                                            /s/ ALAN L. BOECKMANN
                                            ------------------------------------
                                            Alan L. Boeckmann



   2

                                POWER OF ATTORNEY

        KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned Director of
Fluor Corporation, a Delaware corporation ("Fluor"), does hereby constitute and
appoint Lawrence N. Fisher and Eric P. Helm and each of them, his true and
lawful attorneys-in-fact and agents with full power of substitution and
resubstitution, for him and in his name, place and stead, in any and all
capacities, to sign a Registration Statement on Form S-3 and any and all
amendments thereto (including post-effective amendments) to be filed by Fluor
with the Securities and Exchange Commission (the "Commission") for the purpose
of registering under the Securities Act of 1933, as amended, up to $300,000,000
of Fluor debt securities covered by said Registration Statement and to file such
Registration Statement and any and all such amendments and any and all exhibits
thereto, and any and all other information and documents in connection
therewith, with the Commission, granting unto said attorneys-in-fact and agents,
each acting alone, full power and authority to do and perform each and every act
and thing requisite and necessary to be done in and about the premises, as fully
and to all intents and purposes as he might or could do in person, hereby
ratifying and confirming as his own act and deed all that such attorneys-in-fact
and agents, and each of them, shall do or cause to be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned has hereunto subscribed his
signature as of the 22nd day of June, 2001.


                                            /s/ CARROLL A. CAMPBELL, JR.
                                            ------------------------------------
                                            Carroll A. Campbell, Jr.



   3

                                POWER OF ATTORNEY

        KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned Chairman of the
Board, Chief Executive Officer and Director of Fluor Corporation, a Delaware
corporation ("Fluor"), does hereby constitute and appoint Lawrence N. Fisher and
Eric P. Helm and each of them, his true and lawful attorneys-in-fact and agents
with full power of substitution and resubstitution, for him and in his name,
place and stead, in any and all capacities, to sign a Registration Statement on
Form S-3 and any and all amendments thereto (including post-effective
amendments) to be filed by Fluor with the Securities and Exchange Commission
(the "Commission") for the purpose of registering under the Securities Act of
1933, as amended, up to $300,000,000 of Fluor debt securities covered by said
Registration Statement and to file such Registration Statement and any and all
such amendments and any and all exhibits thereto, and any and all other
information and documents in connection therewith, with the Commission, granting
unto said attorneys-in-fact and agents, each acting alone, full power and
authority to do and perform each and every act and thing requisite and necessary
to be done in and about the premises, as fully and to all intents and purposes
as he might or could do in person, hereby ratifying and confirming as his own
act and deed all that such attorneys-in-fact and agents, and each of them, shall
do or cause to be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned has hereunto subscribed his
signature as of the 22nd day of June, 2001.


                                            /s/ PHILIP J. CARROLL, JR.
                                            ------------------------------------
                                            Philip J. Carroll, Jr.



   4

                                POWER OF ATTORNEY

        KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned Director of
Fluor Corporation, a Delaware corporation ("Fluor"), does hereby constitute and
appoint Lawrence N. Fisher and Eric P. Helm and each of them, his true and
lawful attorneys-in-fact and agents with full power of substitution and
resubstitution, for him and in his name, place and stead, in any and all
capacities, to sign a Registration Statement on Form S-3 and any and all
amendments thereto (including post-effective amendments) to be filed by Fluor
with the Securities and Exchange Commission (the "Commission") for the purpose
of registering under the Securities Act of 1933, as amended, up to $300,000,000
of Fluor debt securities covered by said Registration Statement and to file such
Registration Statement and any and all such amendments and any and all exhibits
thereto, and any and all other information and documents in connection
therewith, with the Commission, granting unto said attorneys-in-fact and agents,
each acting alone, full power and authority to do and perform each and every act
and thing requisite and necessary to be done in and about the premises, as fully
and to all intents and purposes as he might or could do in person, hereby
ratifying and confirming as his own act and deed all that such attorneys-in-fact
and agents, and each of them, shall do or cause to be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned has hereunto subscribed his
signature as of the 22nd day of June, 2001.


                                            /s/ PETER J. FLUOR
                                            ------------------------------------
                                            Peter J. Fluor



   5


                                POWER OF ATTORNEY

        KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned Director of
Fluor Corporation, a Delaware corporation ("Fluor"), does hereby constitute and
appoint Lawrence N. Fisher and Eric P. Helm and each of them, his true and
lawful attorneys-in-fact and agents with full power of substitution and
resubstitution, for him and in his name, place and stead, in any and all
capacities, to sign a Registration Statement on Form S-3 and any and all
amendments thereto (including post-effective amendments) to be filed by Fluor
with the Securities and Exchange Commission (the "Commission") for the purpose
of registering under the Securities Act of 1933, as amended, up to $300,000,000
of Fluor debt securities covered by said Registration Statement and to file such
Registration Statement and any and all such amendments and any and all exhibits
thereto, and any and all other information and documents in connection
therewith, with the Commission, granting unto said attorneys-in-fact and agents,
each acting alone, full power and authority to do and perform each and every act
and thing requisite and necessary to be done in and about the premises, as fully
and to all intents and purposes as he might or could do in person, hereby
ratifying and confirming as his own act and deed all that such attorneys-in-fact
and agents, and each of them, shall do or cause to be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned has hereunto subscribed his
signature as of the 6th day of June, 2001.


                                            /s/ DAVID P. GARDNER
                                            ----------------------------
                                            David P. Gardner



   6

                                POWER OF ATTORNEY

        KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned Director of
Fluor Corporation, a Delaware corporation ("Fluor"), does hereby constitute and
appoint Lawrence N. Fisher and Eric P. Helm and each of them, his true and
lawful attorneys-in-fact and agents with full power of substitution and
resubstitution, for him and in his name, place and stead, in any and all
capacities, to sign a Registration Statement on Form S-3 and any and all
amendments thereto (including post-effective amendments) to be filed by Fluor
with the Securities and Exchange Commission (the "Commission") for the purpose
of registering under the Securities Act of 1933, as amended, up to $300,000,000
of Fluor debt securities covered by said Registration Statement and to file such
Registration Statement and any and all such amendments and any and all exhibits
thereto, and any and all other information and documents in connection
therewith, with the Commission, granting unto said attorneys-in-fact and agents,
each acting alone, full power and authority to do and perform each and every act
and thing requisite and necessary to be done in and about the premises, as fully
and to all intents and purposes as he might or could do in person, hereby
ratifying and confirming as his own act and deed all that such attorneys-in-fact
and agents, and each of them, shall do or cause to be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned has hereunto subscribed his
signature as of the 22nd day of June, 2001.


                                            /s/ THOMAS L. GOSSAGE
                                            ------------------------------------
                                            Thomas L. Gossage



   7

                                POWER OF ATTORNEY

        KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned Director of
Fluor Corporation, a Delaware corporation ("Fluor"), does hereby constitute and
appoint Lawrence N. Fisher and Eric P. Helm and each of them, his true and
lawful attorneys-in-fact and agents with full power of substitution and
resubstitution, for him and in his name, place and stead, in any and all
capacities, to sign a Registration Statement on Form S-3 and any and all
amendments thereto (including post-effective amendments) to be filed by Fluor
with the Securities and Exchange Commission (the "Commission") for the purpose
of registering under the Securities Act of 1933, as amended, up to $300,000,000
of Fluor debt securities covered by said Registration Statement and to file such
Registration Statement and any and all such amendments and any and all exhibits
thereto, and any and all other information and documents in connection
therewith, with the Commission, granting unto said attorneys-in-fact and agents,
each acting alone, full power and authority to do and perform each and every act
and thing requisite and necessary to be done in and about the premises, as fully
and to all intents and purposes as he might or could do in person, hereby
ratifying and confirming as his own act and deed all that such attorneys-in-fact
and agents, and each of them, shall do or cause to be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned has hereunto subscribed his
signature as of the 22nd day of June, 2001.


                                            /s/ JAMES T. HACKETT
                                            ------------------------------------
                                            James T. Hackett



   8

                                POWER OF ATTORNEY

        KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned Director of
Fluor Corporation, a Delaware corporation ("Fluor"), does hereby constitute and
appoint Lawrence N. Fisher and Eric P. Helm and each of them, his true and
lawful attorneys-in-fact and agents with full power of substitution and
resubstitution, for him and in his name, place and stead, in any and all
capacities, to sign a Registration Statement on Form S-3 and any and all
amendments thereto (including post-effective amendments) to be filed by Fluor
with the Securities and Exchange Commission (the "Commission") for the purpose
of registering under the Securities Act of 1933, as amended, up to $300,000,000
of Fluor debt securities covered by said Registration Statement and to file such
Registration Statement and any and all such amendments and any and all exhibits
thereto, and any and all other information and documents in connection
therewith, with the Commission, granting unto said attorneys-in-fact and agents,
each acting alone, full power and authority to do and perform each and every act
and thing requisite and necessary to be done in and about the premises, as fully
and to all intents and purposes as he might or could do in person, hereby
ratifying and confirming as his own act and deed all that such attorneys-in-fact
and agents, and each of them, shall do or cause to be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned has hereunto subscribed his
signature as of the 22nd day of June, 2001.


                                            /s/ BOBBY R. INMAN
                                            ------------------------------------
                                            Bobby R. Inman



   9

                                POWER OF ATTORNEY

        KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned Director of
Fluor Corporation, a Delaware corporation ("Fluor"), does hereby constitute and
appoint Lawrence N. Fisher and Eric P. Helm and each of them, her true and
lawful attorneys-in-fact and agents with full power of substitution and
resubstitution, for her and in her name, place and stead, in any and all
capacities, to sign a Registration Statement on Form S-3 and any and all
amendments thereto (including post-effective amendments) to be filed by Fluor
with the Securities and Exchange Commission (the "Commission") for the purpose
of registering under the Securities Act of 1933, as amended, up to $300,000,000
of Fluor debt securities covered by said Registration Statement and to file such
Registration Statement and any and all such amendments and any and all exhibits
thereto, and any and all other information and documents in connection
therewith, with the Commission, granting unto said attorneys-in-fact and agents,
each acting alone, full power and authority to do and perform each and every act
and thing requisite and necessary to be done in and about the premises, as fully
and to all intents and purposes as she might or could do in person, hereby
ratifying and confirming as her own act and deed all that such attorneys-in-fact
and agents, and each of them, shall do or cause to be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned has hereunto subscribed her
signature as of the 5th day of June, 2001.


                                            /s/ VILMA S. MARTINEZ
                                            ------------------------------------
                                            Vilma S. Martinez



   10

                                POWER OF ATTORNEY

        KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned Director of
Fluor Corporation, a Delaware corporation ("Fluor"), does hereby constitute and
appoint Lawrence N. Fisher and Eric P. Helm and each of them, his true and
lawful attorneys-in-fact and agents with full power of substitution and
resubstitution, for him and in his name, place and stead, in any and all
capacities, to sign a Registration Statement on Form S-3 and any and all
amendments thereto (including post-effective amendments) to be filed by Fluor
with the Securities and Exchange Commission (the "Commission") for the purpose
of registering under the Securities Act of 1933, as amended, up to $300,000,000
of Fluor debt securities covered by said Registration Statement and to file such
Registration Statement and any and all such amendments and any and all exhibits
thereto, and any and all other information and documents in connection
therewith, with the Commission, granting unto said attorneys-in-fact and agents,
each acting alone, full power and authority to do and perform each and every act
and thing requisite and necessary to be done in and about the premises, as fully
and to all intents and purposes as he might or could do in person, hereby
ratifying and confirming as his own act and deed all that such attorneys-in-fact
and agents, and each of them, shall do or cause to be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned has hereunto subscribed his
signature as of the 22nd day of June, 2001.


                                            /s/ DEAN R. O'HARE
                                            ------------------------------------
                                            Dean R. O'Hare



   11

                                POWER OF ATTORNEY

        KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned Vice President
and Controller of Fluor Corporation, a Delaware corporation ("Fluor"), does
hereby constitute and appoint Lawrence N. Fisher and Eric P. Helm and each of
them, true and lawful attorneys-in-fact and agents with full power of
substitution and resubstitution, for and in name, place and stead, in any and
all capacities, to sign a Registration Statement on Form S-3 and any and all
amendments thereto (including post-effective amendments) to be filed by Fluor
with the Securities and Exchange Commission (the "Commission") for the purpose
of registering under the Securities Act of 1933, as amended, up to $300,000,000
of Fluor debt securities covered by said Registration Statement and to file such
Registration Statement and any and all such amendments and any and all exhibits
thereto, and any and all other information and documents in connection
therewith, with the Commission, granting unto said attorneys-in-fact and agents,
each acting alone, full power and authority to do and perform each and every act
and thing requisite and necessary to be done in and about the premises, as fully
and to all intents and purposes as might or could do in person, hereby ratifying
and confirming as own act and deed all that such attorneys-in-fact and agents,
and each of them, shall do or cause to be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned has hereunto subscribed signature as
of the 22nd day of June, 2001.


                                            /s/ VICTOR L. PRECHTL
                                            ------------------------------------
                                            Victor L. Prechtl



   12

                                POWER OF ATTORNEY

        KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned Director of
Fluor Corporation, a Delaware corporation ("Fluor"), does hereby constitute and
appoint Lawrence N. Fisher and Eric P. Helm and each of them, his true and
lawful attorneys-in-fact and agents with full power of substitution and
resubstitution, for him and in his name, place and stead, in any and all
capacities, to sign a Registration Statement on Form S-3 and any and all
amendments thereto (including post-effective amendments) to be filed by Fluor
with the Securities and Exchange Commission (the "Commission") for the purpose
of registering under the Securities Act of 1933, as amended, up to $300,000,000
of Fluor debt securities covered by said Registration Statement and to file such
Registration Statement and any and all such amendments and any and all exhibits
thereto, and any and all other information and documents in connection
therewith, with the Commission, granting unto said attorneys-in-fact and agents,
each acting alone, full power and authority to do and perform each and every act
and thing requisite and necessary to be done in and about the premises, as fully
and to all intents and purposes as he might or could do in person, hereby
ratifying and confirming as his own act and deed all that such attorneys-in-fact
and agents, and each of them, shall do or cause to be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned has hereunto subscribed his
signature as of the 5th day of June, 2001.


                                            /s/ ROBIN W. RENWICK, KCMG
                                            ------------------------------------
                                            Robin W. Renwick, KCMG



   13

                                POWER OF ATTORNEY

        KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned Director of
Fluor Corporation, a Delaware corporation ("Fluor"), does hereby constitute and
appoint Lawrence N. Fisher and Eric P. Helm and each of them, his true and
lawful attorneys-in-fact and agents with full power of substitution and
resubstitution, for him and in his name, place and stead, in any and all
capacities, to sign a Registration Statement on Form S-3 and any and all
amendments thereto (including post-effective amendments) to be filed by Fluor
with the Securities and Exchange Commission (the "Commission") for the purpose
of registering under the Securities Act of 1933, as amended, up to $300,000,000
of Fluor debt securities covered by said Registration Statement and to file such
Registration Statement and any and all such amendments and any and all exhibits
thereto, and any and all other information and documents in connection
therewith, with the Commission, granting unto said attorneys-in-fact and agents,
each acting alone, full power and authority to do and perform each and every act
and thing requisite and necessary to be done in and about the premises, as fully
and to all intents and purposes as he might or could do in person, hereby
ratifying and confirming as his own act and deed all that such attorneys-in-fact
and agents, and each of them, shall do or cause to be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned has hereunto subscribed his
signature as of the 22nd day of June, 2001.


                                            /s/ JAMES O. ROLLANS
                                            ------------------------------------
                                            James O. Rollans



   14

                                POWER OF ATTORNEY

        KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned Director of
Fluor Corporation, a Delaware corporation ("Fluor"), does hereby constitute and
appoint Lawrence N. Fisher and Eric P. Helm and each of them, her true and
lawful attorneys-in-fact and agents with full power of substitution and
resubstitution, for her and in her name, place and stead, in any and all
capacities, to sign a Registration Statement on Form S-3 and any and all
amendments thereto (including post-effective amendments) to be filed by Fluor
with the Securities and Exchange Commission (the "Commission") for the purpose
of registering under the Securities Act of 1933, as amended, up to $300,000,000
of Fluor debt securities covered by said Registration Statement and to file such
Registration Statement and any and all such amendments and any and all exhibits
thereto, and any and all other information and documents in connection
therewith, with the Commission, granting unto said attorneys-in-fact and agents,
each acting alone, full power and authority to do and perform each and every act
and thing requisite and necessary to be done in and about the premises, as fully
and to all intents and purposes as she might or could do in person, hereby
ratifying and confirming as her own act and deed all that such attorneys-in-fact
and agents, and each of them, shall do or cause to be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned has hereunto subscribed her
signature as of the 22nd day of June, 2001.


                                            /s/ MARTHA R. SEGER
                                            ------------------------------------
                                            Martha R. Seger



   15

                                POWER OF ATTORNEY

        KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned Senior Vice
President and Chief Financial Officer of Fluor Corporation, a Delaware
corporation ("Fluor"), does hereby constitute and appoint Lawrence N. Fisher and
Eric P. Helm and each of them, his true and lawful attorneys-in-fact and agents
with full power of substitution and resubstitution, for him and in his name,
place and stead, in any and all capacities, to sign a Registration Statement on
Form S-3 and any and all amendments thereto (including post-effective
amendments) to be filed by Fluor with the Securities and Exchange Commission
(the "Commission") for the purpose of registering under the Securities Act of
1933, as amended, up to $300,000,000 of Fluor debt securities covered by said
Registration Statement and to file such Registration Statement and any and all
such amendments and any and all exhibits thereto, and any and all other
information and documents in connection therewith, with the Commission, granting
unto said attorneys-in-fact and agents, each acting alone, full power and
authority to do and perform each and every act and thing requisite and necessary
to be done in and about the premises, as fully and to all intents and purposes
as he might or could do in person, hereby ratifying and confirming as his own
act and deed all that such attorneys-in-fact and agents, and each of them, shall
do or cause to be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned has hereunto subscribed his
signature as of the 7th day of June, 2001.


                                            /s/ D. MICHAEL STEUERT
                                            ------------------------------------
                                            D. Michael Steuert



   16

                                POWER OF ATTORNEY

        KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned Director of
Fluor Corporation, a Delaware corporation ("Fluor"), does hereby constitute and
appoint Lawrence N. Fisher and Eric P. Helm and each of them, his true and
lawful attorneys-in-fact and agents with full power of substitution and
resubstitution, for him and in his name, place and stead, in any and all
capacities, to sign a Registration Statement on Form S-3 and any and all
amendments thereto (including post-effective amendments) to be filed by Fluor
with the Securities and Exchange Commission (the "Commission") for the purpose
of registering under the Securities Act of 1933, as amended, up to $300,000,000
of Fluor debt securities covered by said Registration Statement and to file such
Registration Statement and any and all such amendments and any and all exhibits
thereto, and any and all other information and documents in connection
therewith, with the Commission, granting unto said attorneys-in-fact and agents,
each acting alone, full power and authority to do and perform each and every act
and thing requisite and necessary to be done in and about the premises, as fully
and to all intents and purposes as he might or could do in person, hereby
ratifying and confirming as his own act and deed all that such attorneys-in-fact
and agents, and each of them, shall do or cause to be done by virtue hereof.

        IN WITNESS WHEREOF, the undersigned has hereunto subscribed his
signature as of the 22nd day of June, 2001.


                                            /s/ JAMES C. STEIN
                                            ------------------------------------
                                            James C. Stein