<PAGE>
(Exhibit 24 - Powers of Attorney)
-------------------------------------------------------------------------------
<PAGE>
EXHIBIT 24
DIRECTOR'S AND/OR OFFICER'S
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned Director and/or
Officer of AmSouth Bancorporation, a Delaware corporation ("Company"), by his
execution hereof or upon an identical counterpart hereof, does hereby constitute
and appoint Stephen A. Yoder, or Carl L. Gorday and either of them, his true and
lawful attorney-in-fact and agent, for him and in his name, place and stead, to
execute and sign the Registration Statements to be filed by the Company with
respect to its securities with the Securities and Exchange Commission, pursuant
to the provisions of the Securities Act of 1933 in connection with the
registration of (i) 13,522,007 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation 1991 Employee Stock Incentive Plan (Form
S-8); (ii) 10,000,000 shares of Company Common Stock to be offered pursuant to
the AmSouth Bancorporation Thrift Plan (Form S-8); (iii) 1,000,000 shares of
Company Common Stock to be offered pursuant to the AmSouth Bancorporation
Employee Stock Purchase Plan (Form S-8); (iv) 200,914 shares of Company Common
Stock to be offered pursuant to the Pioneer Bancshares, Inc. Long-Term Incentive
Plan (Form S-8); and (v) 3,500,000 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation Dividend Reinvestment and Common Stock
Purchase Plan (Form S-3), and, further, to execute and sign any and all pre-
effective and post-effective amendments to such Registration Statements and any
and all other documents in connection therewith, and to cause any and all such
documents to be filed with the Securities and Exchange Commission and any state
securities commissions, granting unto said attorney-in-fact and agent, 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 to all intents and
purposes as the undersigned might or could do in person, hereby ratifying and
confirming all the acts of said attorney-in-fact and agent which he or she may
lawfully do in the premises or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 13 day
----
of July , 2000.
------------
WITNESS:
/s/ Sue H. Nichols /s/ Dennis C. Bottorff
------------------------ -------------------------
Dennis C. Bottorff
<PAGE>
DIRECTOR'S AND/OR OFFICER'S
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned Director and/or
Officer of AmSouth Bancorporation, a Delaware corporation ("Company"), by his
execution hereof or upon an identical counterpart hereof, does hereby constitute
and appoint Stephen A. Yoder, or Carl L. Gorday and either of them, his true and
lawful attorney-in-fact and agent, for him and in his name, place and stead, to
execute and sign the Registration Statements to be filed by the Company with
respect to its securities with the Securities and Exchange Commission, pursuant
to the provisions of the Securities Act of 1933 in connection with the
registration of (i) 13,522,007 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation 1991 Employee Stock Incentive Plan (Form
S-8); (ii) 10,000,000 shares of Company Common Stock to be offered pursuant to
the AmSouth Bancorporation Thrift Plan (Form S-8); (iii) 1,000,000 shares of
Company Common Stock to be offered pursuant to the AmSouth Bancorporation
Employee Stock Purchase Plan (Form S-8); (iv) 200,914 shares of Company Common
Stock to be offered pursuant to the Pioneer Bancshares, Inc. Long-Term Incentive
Plan (Form S-8); and 3,500,000 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation Dividend Reinvestment and Common Stock
Purchase Plan (Form S-3), and, further, to execute and sign any and all pre-
effective and post-effective amendments to such Registration Statements and any
and all other documents in connection therewith, and to cause any and all such
documents to be filed with the Securities and Exchange Commission and any state
securities commissions, granting unto said attorney-in-fact and agent, 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 to all intents and
purposes as the undersigned might or could do in person, hereby ratifying and
confirming all the acts of said attorney-in-fact and agent which he or she may
lawfully do in the premises or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 13 day
----
of July , 2000.
------------
WITNESS:
/s/ Dorothy W. Arant /s/ J. Harold Chandler
------------------------ -------------------------
J. Harold Chandler
<PAGE>
DIRECTOR'S AND/OR OFFICER'S
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned Director and/or
Officer of AmSouth Bancorporation, a Delaware corporation ("Company"), by his
execution hereof or upon an identical counterpart hereof, does hereby constitute
and appoint Stephen A. Yoder, or Carl L. Gorday and either of them, his true and
lawful attorney-in-fact and agent, for him and in his name, place and stead, to
execute and sign the Registration Statements to be filed by the Company with
respect to its securities with the Securities and Exchange Commission, pursuant
to the provisions of the Securities Act of 1933 in connection with the
registration of (i) 13,522,007 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation 1991 Employee Stock Incentive Plan (Form
S-8); (ii) 10,000,000 shares of Company Common Stock to be offered pursuant to
the AmSouth Bancorporation Thrift Plan (Form S-8); (iii) 1,000,000 shares of
Company Common Stock to be offered pursuant to the AmSouth Bancorporation
Employee Stock Purchase Plan (Form S-8); (iv) 200,914 shares of Company Common
Stock to be offered pursuant to the Pioneer Bancshares, Inc. Long-Term Incentive
Plan (Form S-8); and 3,500,000 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation Dividend Reinvestment and Common Stock
Purchase Plan (Form S-3), and, further, to execute and sign any and all pre-
effective and post-effective amendments to such Registration Statements and any
and all other documents in connection therewith, and to cause any and all such
documents to be filed with the Securities and Exchange Commission and any state
securities commissions, granting unto said attorney-in-fact and agent, 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 to all intents and
purposes as the undersigned might or could do in person, hereby ratifying and
confirming all the acts of said attorney-in-fact and agent which he or she may
lawfully do in the premises or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 14th day
----
of July , 2000.
------------
WITNESS:
Melanie D. Allen /s/ James E. Dalton, Jr.
------------------------ -------------------------
James E. Dalton, Jr.
<PAGE>
DIRECTOR'S AND/OR OFFICER'S
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned Director and/or
Officer of AmSouth Bancorporation, a Delaware corporation ("Company"), by his
execution hereof or upon an identical counterpart hereof, does hereby constitute
and appoint Stephen A. Yoder, or Carl L. Gorday and either of them, his true and
lawful attorney-in-fact and agent, for him and in his name, place and stead, to
execute and sign the Registration Statements to be filed by the Company with
respect to its securities with the Securities and Exchange Commission, pursuant
to the provisions of the Securities Act of 1933 in connection with the
registration of (i) 13,522,007 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation 1991 Employee Stock Incentive Plan (Form
S-8); (ii) 10,000,000 shares of Company Common Stock to be offered pursuant to
the AmSouth Bancorporation Thrift Plan (Form S-8); (iii) 1,000,000 shares of
Company Common Stock to be offered pursuant to the AmSouth Bancorporation
Employee Stock Purchase Plan (Form S-8); (iv) 200,914 shares of Company Common
Stock to be offered pursuant to the Pioneer Bancshares, Inc. Long-Term Incentive
Plan (Form S-8); and 3,500,000 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation Dividend Reinvestment and Common Stock
Purchase Plan (Form S-3), and, further, to execute and sign any and all pre-
effective and post-effective amendments to such Registration Statements and any
and all other documents in connection therewith, and to cause any and all such
documents to be filed with the Securities and Exchange Commission and any state
securities commissions, granting unto said attorney-in-fact and agent, 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 to all intents and
purposes as the undersigned might or could do in person, hereby ratifying and
confirming all the acts of said attorney-in-fact and agent which he or she may
lawfully do in the premises or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 14 day
----
of July , 2000.
------------
WITNESS:
Susan M. Hill /s/ Earnest W. Deavenport, Jr.
------------------------ -------------------------
Earnest W. Deavenport, Jr.
<PAGE>
DIRECTOR'S AND/OR OFFICER'S
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned Director and/or
Officer of AmSouth Bancorporation, a Delaware corporation ("Company"), by his
execution hereof or upon an identical counterpart hereof, does hereby constitute
and appoint Stephen A. Yoder, or Carl L. Gorday and either of them, his true and
lawful attorney-in-fact and agent, for him and in his name, place and stead, to
execute and sign the Registration Statements to be filed by the Company with
respect to its securities with the Securities and Exchange Commission, pursuant
to the provisions of the Securities Act of 1933 in connection with the
registration of (i) 13,522,007 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation 1991 Employee Stock Incentive Plan (Form
S-8); (ii) 10,000,000 shares of Company Common Stock to be offered pursuant to
the AmSouth Bancorporation Thrift Plan (Form S-8); (iii) 1,000,000 shares of
Company Common Stock to be offered pursuant to the AmSouth Bancorporation
Employee Stock Purchase Plan (Form S-8); (iv) 200,914 shares of Company Common
Stock to be offered pursuant to the Pioneer Bancshares, Inc. Long-Term Incentive
Plan (Form S-8); and 3,500,000 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation Dividend Reinvestment and Common Stock
Purchase Plan (Form S-3), and, further, to execute and sign any and all pre-
effective and post-effective amendments to such Registration Statements and any
and all other documents in connection therewith, and to cause any and all such
documents to be filed with the Securities and Exchange Commission and any state
securities commissions, granting unto said attorney-in-fact and agent, 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 to all intents and
purposes as the undersigned might or could do in person, hereby ratifying and
confirming all the acts of said attorney-in-fact and agent which he or she may
lawfully do in the premises or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 13th day
----
of July , 2000.
------------
WITNESS:
Michelle A. Bridges /s/ Rodney C. Gilbert
------------------------ --------------------------
Rodney C. Gilbert
<PAGE>
DIRECTOR'S AND/OR OFFICER'S
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned Director and/or
Officer of AmSouth Bancorporation, a Delaware corporation ("Company"), by his
execution hereof or upon an identical counterpart hereof, does hereby constitute
and appoint Stephen A. Yoder, or Carl L. Gorday and either of them, his true and
lawful attorney-in-fact and agent, for him and in his name, place and stead, to
execute and sign the Registration Statements to be filed by the Company with
respect to its securities with the Securities and Exchange Commission, pursuant
to the provisions of the Securities Act of 1933 in connection with the
registration of (i) 13,522,007 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation 1991 Employee Stock Incentive Plan (Form
S-8); (ii) 10,000,000 shares of Company Common Stock to be offered pursuant to
the AmSouth Bancorporation Thrift Plan (Form S-8); (iii) 1,000,000 shares of
Company Common Stock to be offered pursuant to the AmSouth Bancorporation
Employee Stock Purchase Plan (Form S-8); (iv) 200,914 shares of Company Common
Stock to be offered pursuant to the Pioneer Bancshares, Inc. Long-Term Incentive
Plan (Form S-8); and 3,500,000 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation Dividend Reinvestment and Common Stock
Purchase Plan (Form S-3), and, further, to execute and sign any and all pre-
effective and post-effective amendments to such Registration Statements and any
and all other documents in connection therewith, and to cause any and all such
documents to be filed with the Securities and Exchange Commission and any state
securities commissions, granting unto said attorney-in-fact and agent, 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 to all intents and
purposes as the undersigned might or could do in person, hereby ratifying and
confirming all the acts of said attorney-in-fact and agent which he or she may
lawfully do in the premises or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 13th day
----
of July , 2000.
------------
WITNESS:
Doris L. Ingram /s/ Elmer B. Harris
------------------------ -------------------------
Elmer B. Harris
<PAGE>
DIRECTOR'S AND/OR OFFICER'S
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned Director and/or
Officer of AmSouth Bancorporation, a Delaware corporation ("Company"), by his
execution hereof or upon an identical counterpart hereof, does hereby constitute
and appoint Stephen A. Yoder, or Carl L. Gorday and either of them, his true and
lawful attorney-in-fact and agent, for him and in his name, place and stead, to
execute and sign the Registration Statements to be filed by the Company with
respect to its securities with the Securities and Exchange Commission, pursuant
to the provisions of the Securities Act of 1933 in connection with the
registration of (i) 13,522,007 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation 1991 Employee Stock Incentive Plan (Form
S-8); (ii) 10,000,000 shares of Company Common Stock to be offered pursuant to
the AmSouth Bancorporation Thrift Plan (Form S-8); (iii) 1,000,000 shares of
Company Common Stock to be offered pursuant to the AmSouth Bancorporation
Employee Stock Purchase Plan (Form S-8); (iv) 200,914 shares of Company Common
Stock to be offered pursuant to the Pioneer Bancshares, Inc. Long-Term Incentive
Plan (Form S-8); and 3,500,000 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation Dividend Reinvestment and Common Stock
Purchase Plan (Form S-3), and, further, to execute and sign any and all pre-
effective and post-effective amendments to such Registration Statements and any
and all other documents in connection therewith, and to cause any and all such
documents to be filed with the Securities and Exchange Commission and any state
securities commissions, granting unto said attorney-in-fact and agent, 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 to all intents and
purposes as the undersigned might or could do in person, hereby ratifying and
confirming all the acts of said attorney-in-fact and agent which he or she may
lawfully do in the premises or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 13th day
----
of July , 2000.
------------
WITNESS:
Michelle A. Bridges /s/ James A. Haslam II
----------------------- -------------------------
James A. Haslam II
<PAGE>
DIRECTOR'S AND/OR OFFICER'S
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned Director and/or
Officer of AmSouth Bancorporation, a Delaware corporation ("Company"), by her
execution hereof or upon an identical counterpart hereof, does hereby constitute
and appoint Stephen A. Yoder, or Carl L. Gorday and either of them, her true and
lawful attorney-in-fact and agent, for her and in her name, place and stead, to
execute and sign the Registration Statements to be filed by the Company with
respect to its securities with the Securities and Exchange Commission, pursuant
to the provisions of the Securities Act of 1933 in connection with the
registration of (i) 13,522,007 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation 1991 Employee Stock Incentive Plan (Form
S-8); (ii) 10,000,000 shares of Company Common Stock to be offered pursuant to
the AmSouth Bancorporation Thrift Plan (Form S-8); (iii) 1,000,000 shares of
Company Common Stock to be offered pursuant to the AmSouth Bancorporation
Employee Stock Purchase Plan (Form S-8); (iv) 200,914 shares of Company Common
Stock to be offered pursuant to the Pioneer Bancshares, Inc. Long-Term Incentive
Plan (Form S-8); and 3,500,000 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation Dividend Reinvestment and Common Stock
Purchase Plan (Form S-3), and, further, to execute and sign any and all pre-
effective and post-effective amendments to such Registration Statements and any
and all other documents in connection therewith, and to cause any and all such
documents to be filed with the Securities and Exchange Commission and any state
securities commissions, granting unto said attorney-in-fact and agent, 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 to all intents and
purposes as the undersigned might or could do in person, hereby ratifying and
confirming all the acts of said attorney-in-fact and agent which he or she may
lawfully do in the premises or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set her hand this 15th day
----
of July , 2000.
------------
WITNESS:
Michelle A. Bridges /s/ Martha R. Ingram
------------------------ -------------------------
Martha R. Ingram
<PAGE>
DIRECTOR'S AND/OR OFFICER'S
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned Director and/or
Officer of AmSouth Bancorporation, a Delaware corporation ("Company"), by her
execution hereof or upon an identical counterpart hereof, does hereby constitute
and appoint Stephen A. Yoder, or Carl L. Gorday and either of them, her true and
lawful attorney-in-fact and agent, for her and in her name, place and stead, to
execute and sign the Registration Statements to be filed by the Company with
respect to its securities with the Securities and Exchange Commission, pursuant
to the provisions of the Securities Act of 1933 in connection with the
registration of (i) 13,522,007 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation 1991 Employee Stock Incentive Plan (Form
S-8); (ii) 10,000,000 shares of Company Common Stock to be offered pursuant to
the AmSouth Bancorporation Thrift Plan (Form S-8); (iii) 1,000,000 shares of
Company Common Stock to be offered pursuant to the AmSouth Bancorporation
Employee Stock Purchase Plan (Form S-8); (iv) 200,914 shares of Company Common
Stock to be offered pursuant to the Pioneer Bancshares, Inc. Long-Term Incentive
Plan (Form S-8); and 3,500,000 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation Dividend Reinvestment and Common Stock
Purchase Plan (Form S-3), and, further, to execute and sign any and all pre-
effective and post-effective amendments to such Registration Statements and any
and all other documents in connection therewith, and to cause any and all such
documents to be filed with the Securities and Exchange Commission and any state
securities commissions, granting unto said attorney-in-fact and agent, 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 to all intents and
purposes as the undersigned might or could do in person, hereby ratifying and
confirming all the acts of said attorney-in-fact and agent which he or she may
lawfully do in the premises or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set her hand this 13th day
----
of July , 2000.
------------
WITNESS:
Michelle A. Bridges /s/ Victoria B. Jackson
------------------------ -------------------------
Victoria B. Jackson
<PAGE>
DIRECTOR'S AND/OR OFFICER'S
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned Director and/or
Officer of AmSouth Bancorporation, a Delaware corporation ("Company"), by his
execution hereof or upon an identical counterpart hereof, does hereby constitute
and appoint Stephen A. Yoder, or Carl L. Gorday and either of them, his true and
lawful attorney-in-fact and agent, for him and in his name, place and stead, to
execute and sign the Registration Statements to be filed by the Company with
respect to its securities with the Securities and Exchange Commission, pursuant
to the provisions of the Securities Act of 1933 in connection with the
registration of (i) 13,522,007 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation 1991 Employee Stock Incentive Plan (Form
S-8); (ii) 10,000,000 shares of Company Common Stock to be offered pursuant to
the AmSouth Bancorporation Thrift Plan (Form S-8); (iii) 1,000,000 shares of
Company Common Stock to be offered pursuant to the AmSouth Bancorporation
Employee Stock Purchase Plan (Form S-8); (iv) 200,914 shares of Company Common
Stock to be offered pursuant to the Pioneer Bancshares, Inc. Long-Term Incentive
Plan (Form S-8); and 3,500,000 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation Dividend Reinvestment and Common Stock
Purchase Plan (Form S-3), and, further, to execute and sign any and all pre-
effective and post-effective amendments to such Registration Statements and any
and all other documents in connection therewith, and to cause any and all such
documents to be filed with the Securities and Exchange Commission and any state
securities commissions, granting unto said attorney-in-fact and agent, 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 to all intents and
purposes as the undersigned might or could do in person, hereby ratifying and
confirming all the acts of said attorney-in-fact and agent which he or she may
lawfully do in the premises or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 13 day
----
of July , 2000.
------------
WITNESS:
Sue S. Bolden /s/ Ronald L. Kuehn, Jr.
------------------------ _________________________
Ronald L. Kuehn, Jr.
<PAGE>
DIRECTOR'S AND/OR OFFICER'S
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned Director and/or
Officer of AmSouth Bancorporation, a Delaware corporation ("Company"), by his
execution hereof or upon an identical counterpart hereof, does hereby constitute
and appoint Stephen A. Yoder, or Carl L. Gorday and either of them, his true and
lawful attorney-in-fact and agent, for him and in his name, place and stead, to
execute and sign the Registration Statements to be filed by the Company with
respect to its securities with the Securities and Exchange Commission, pursuant
to the provisions of the Securities Act of 1933 in connection with the
registration of (i) 13,522,007 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation 1991 Employee Stock Incentive Plan (Form
S-8); (ii) 10,000,000 shares of Company Common Stock to be offered pursuant to
the AmSouth Bancorporation Thrift Plan (Form S-8); (iii) 1,000,000 shares of
Company Common Stock to be offered pursuant to the AmSouth Bancorporation
Employee Stock Purchase Plan (Form S-8); (iv) 200,914 shares of Company Common
Stock to be offered pursuant to the Pioneer Bancshares, Inc. Long-Term Incentive
Plan (Form S-8); and 3,500,000 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation Dividend Reinvestment and Common Stock
Purchase Plan (Form S-3), and, further, to execute and sign any and all pre-
effective and post-effective amendments to such Registration Statements and any
and all other documents in connection therewith, and to cause any and all such
documents to be filed with the Securities and Exchange Commission and any state
securities commissions, granting unto said attorney-in-fact and agent, 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 to all intents and
purposes as the undersigned might or could do in person, hereby ratifying and
confirming all the acts of said attorney-in-fact and agent which he or she may
lawfully do in the premises or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 16th day
----
of July , 2000.
------------
WITNESS:
Michelle A. Bridges /s/ James R. Malone
------------------------ -------------------------
James R. Malone
<PAGE>
DIRECTOR'S AND/OR OFFICER'S
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned Director and/or
Officer of AmSouth Bancorporation, a Delaware corporation ("Company"), by his
execution hereof or upon an identical counterpart hereof, does hereby constitute
and appoint Stephen A. Yoder, or Carl L. Gorday and either of them, his true and
lawful attorney-in-fact and agent, for him and in his name, place and stead, to
execute and sign the Registration Statements to be filed by the Company with
respect to its securities with the Securities and Exchange Commission, pursuant
to the provisions of the Securities Act of 1933 in connection with the
registration of (i) 13,522,007 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation 1991 Employee Stock Incentive Plan (Form
S-8); (ii) 10,000,000 shares of Company Common Stock to be offered pursuant to
the AmSouth Bancorporation Thrift Plan (Form S-8); (iii) 1,000,000 shares of
Company Common Stock to be offered pursuant to the AmSouth Bancorporation
Employee Stock Purchase Plan (Form S-8); (iv) 200,914 shares of Company Common
Stock to be offered pursuant to the Pioneer Bancshares, Inc. Long-Term Incentive
Plan (Form S-8); and 3,500,000 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation Dividend Reinvestment and Common Stock
Purchase Plan (Form S-3), and, further, to execute and sign any and all pre-
effective and post-effective amendments to such Registration Statements and any
and all other documents in connection therewith, and to cause any and all such
documents to be filed with the Securities and Exchange Commission and any state
securities commissions, granting unto said attorney-in-fact and agent, 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 to all intents and
purposes as the undersigned might or could do in person, hereby ratifying and
confirming all the acts of said attorney-in-fact and agent which he or she may
lawfully do in the premises or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 13th day
----
of July , 2000.
------------
WITNESS:
Michelle A. Bridges /s/ Thomas E. Hoaglin
------------------------ -------------------------
Thomas E. Hoaglin
<PAGE>
DIRECTOR'S AND/OR OFFICER'S
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned Director and/or
Officer of AmSouth Bancorporation, a Delaware corporation ("Company"), by his
execution hereof or upon an identical counterpart hereof, does hereby constitute
and appoint Stephen A. Yoder, or Carl L. Gorday and either of them, his true and
lawful attorney-in-fact and agent, for him and in his name, place and stead, to
execute and sign the Registration Statements to be filed by the Company with
respect to its securities with the Securities and Exchange Commission, pursuant
to the provisions of the Securities Act of 1933 in connection with the
registration of (i) 13,522,007 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation 1991 Employee Stock Incentive Plan (Form
S-8); (ii) 10,000,000 shares of Company Common Stock to be offered pursuant to
the AmSouth Bancorporation Thrift Plan (Form S-8); (iii) 1,000,000 shares of
Company Common Stock to be offered pursuant to the AmSouth Bancorporation
Employee Stock Purchase Plan (Form S-8); (iv) 200,914 shares of Company Common
Stock to be offered pursuant to the Pioneer Bancshares, Inc. Long-Term Incentive
Plan (Form S-8); and 3,500,000 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation Dividend Reinvestment and Common Stock
Purchase Plan (Form S-3), and, further, to execute and sign any and all pre-
effective and post-effective amendments to such Registration Statements and any
and all other documents in connection therewith, and to cause any and all such
documents to be filed with the Securities and Exchange Commission and any state
securities commissions, granting unto said attorney-in-fact and agent, 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 to all intents and
purposes as the undersigned might or could do in person, hereby ratifying and
confirming all the acts of said attorney-in-fact and agent which he or she may
lawfully do in the premises or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 12 day
----
of July , 2000.
------------
WITNESS:
Karen H. Anderson /s/ Claude B. Nielsen
------------------------ -------------------------
Claude B. Nielsen
<PAGE>
DIRECTOR'S AND/OR OFFICER'S
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned Director and/or
Officer of AmSouth Bancorporation, a Delaware corporation ("Company"), by his
execution hereof or upon an identical counterpart hereof, does hereby constitute
and appoint Stephen A. Yoder, or Carl L. Gorday and either of them, his true and
lawful attorney-in-fact and agent, for him and in his name, place and stead, to
execute and sign the Registration Statements to be filed by the Company with
respect to its securities with the Securities and Exchange Commission, pursuant
to the provisions of the Securities Act of 1933 in connection with the
registration of (i) 13,522,007 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation 1991 Employee Stock Incentive Plan (Form
S-8); (ii) 10,000,000 shares of Company Common Stock to be offered pursuant to
the AmSouth Bancorporation Thrift Plan (Form S-8); (iii) 1,000,000 shares of
Company Common Stock to be offered pursuant to the AmSouth Bancorporation
Employee Stock Purchase Plan (Form S-8); (iv) 200,914 shares of Company Common
Stock to be offered pursuant to the Pioneer Bancshares, Inc. Long-Term Incentive
Plan (Form S-8); and 3,500,000 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation Dividend Reinvestment and Common Stock
Purchase Plan (Form S-3), and, further, to execute and sign any and all pre-
effective and post-effective amendments to such Registration Statements and any
and all other documents in connection therewith, and to cause any and all such
documents to be filed with the Securities and Exchange Commission and any state
securities commissions, granting unto said attorney-in-fact and agent, 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 to all intents and
purposes as the undersigned might or could do in person, hereby ratifying and
confirming all the acts of said attorney-in-fact and agent which he or she may
lawfully do in the premises or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 21 day
----
of July , 2000.
------------
WITNESS:
Kim D. Massey /s/ John N. Palmer
------------------------ -------------------------
John N. Palmer
<PAGE>
DIRECTOR'S AND/OR OFFICER'S
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned Director and/or
Officer of AmSouth Bancorporation, a Delaware corporation ("Company"), by his
execution hereof or upon an identical counterpart hereof, does hereby constitute
and appoint Stephen A. Yoder, or Carl L. Gorday and either of them, his true and
lawful attorney-in-fact and agent, for him and in his name, place and stead, to
execute and sign the Registration Statements to be filed by the Company with
respect to its securities with the Securities and Exchange Commission, pursuant
to the provisions of the Securities Act of 1933 in connection with the
registration of (i) 13,522,007 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation 1991 Employee Stock Incentive Plan (Form
S-8); (ii) 10,000,000 shares of Company Common Stock to be offered pursuant to
the AmSouth Bancorporation Thrift Plan (Form S-8); (iii) 1,000,000 shares of
Company Common Stock to be offered pursuant to the AmSouth Bancorporation
Employee Stock Purchase Plan (Form S-8); (iv) 200,914 shares of Company Common
Stock to be offered pursuant to the Pioneer Bancshares, Inc. Long-Term Incentive
Plan (Form S-8); and 3,500,000 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation Dividend Reinvestment and Common Stock
Purchase Plan (Form S-3), and, further, to execute and sign any and all pre-
effective and post-effective amendments to such Registration Statements and any
and all other documents in connection therewith, and to cause any and all such
documents to be filed with the Securities and Exchange Commission and any state
securities commissions, granting unto said attorney-in-fact and agent, 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 to all intents and
purposes as the undersigned might or could do in person, hereby ratifying and
confirming all the acts of said attorney-in-fact and agent which he or she may
lawfully do in the premises or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 13th day
----
of July , 2000.
------------
WITNESS:
Michelle A. Bridges /s/ Benjamin F. Payton, Ph.D.
------------------------ -----------------------------
Benjamin F. Payton, Ph.D.
<PAGE>
DIRECTOR'S AND/OR OFFICER'S
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned Director and/or
Officer of AmSouth Bancorporation, a Delaware corporation ("Company"), by his
execution hereof or upon an identical counterpart hereof, does hereby constitute
and appoint Stephen A. Yoder, or Carl L. Gorday and either of them, his true and
lawful attorney-in-fact and agent, for him and in his name, place and stead, to
execute and sign the Registration Statements to be filed by the Company with
respect to its securities with the Securities and Exchange Commission, pursuant
to the provisions of the Securities Act of 1933 in connection with the
registration of (i) 13,522,007 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation 1991 Employee Stock Incentive Plan (Form
S-8); (ii) 10,000,000 shares of Company Common Stock to be offered pursuant to
the AmSouth Bancorporation Thrift Plan (Form S-8); (iii) 1,000,000 shares of
Company Common Stock to be offered pursuant to the AmSouth Bancorporation
Employee Stock Purchase Plan (Form S-8); (iv) 200,914 shares of Company Common
Stock to be offered pursuant to the Pioneer Bancshares, Inc. Long-Term Incentive
Plan (Form S-8); and 3,500,000 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation Dividend Reinvestment and Common Stock
Purchase Plan (Form S-3), and, further, to execute and sign any and all pre-
effective and post-effective amendments to such Registration Statements and any
and all other documents in connection therewith, and to cause any and all such
documents to be filed with the Securities and Exchange Commission and any state
securities commissions, granting unto said attorney-in-fact and agent, 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 to all intents and
purposes as the undersigned might or could do in person, hereby ratifying and
confirming all the acts of said attorney-in-fact and agent which he or she may
lawfully do in the premises or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 13th day
----
of July , 2000.
------------
WITNESS:
Michelle A. Bridges /s/ Thomas E. Hoaglin
------------------------ -------------------------
Thomas E. Hoaglin
<PAGE>
DIRECTOR'S AND/OR OFFICER'S
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned Director and/or
Officer of AmSouth Bancorporation, a Delaware corporation ("Company"), by his
execution hereof or upon an identical counterpart hereof, does hereby constitute
and appoint Stephen A. Yoder, or Carl L. Gorday and either of them, his true and
lawful attorney-in-fact and agent, for him and in his name, place and stead, to
execute and sign the Registration Statements to be filed by the Company with
respect to its securities with the Securities and Exchange Commission, pursuant
to the provisions of the Securities Act of 1933 in connection with the
registration of (i) 13,522,007 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation 1991 Employee Stock Incentive Plan (Form
S-8); (ii) 10,000,000 shares of Company Common Stock to be offered pursuant to
the AmSouth Bancorporation Thrift Plan (Form S-8); (iii) 1,000,000 shares of
Company Common Stock to be offered pursuant to the AmSouth Bancorporation
Employee Stock Purchase Plan (Form S-8); (iv) 200,914 shares of Company Common
Stock to be offered pursuant to the Pioneer Bancshares, Inc. Long-Term Incentive
Plan (Form S-8); and 3,500,000 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation Dividend Reinvestment and Common Stock
Purchase Plan (Form S-3), and, further, to execute and sign any and all pre-
effective and post-effective amendments to such Registration Statements and any
and all other documents in connection therewith, and to cause any and all such
documents to be filed with the Securities and Exchange Commission and any state
securities commissions, granting unto said attorney-in-fact and agent, 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 to all intents and
purposes as the undersigned might or could do in person, hereby ratifying and
confirming all the acts of said attorney-in-fact and agent which he or she may
lawfully do in the premises or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 12 day
----
of July , 2000.
------------
WITNESS:
Karen H. Anderson /s/ Claude B. Nielsen
------------------------ -------------------------
Claude B. Nielsen
<PAGE>
DIRECTOR'S AND/OR OFFICER'S
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned Director and/or
Officer of AmSouth Bancorporation, a Delaware corporation ("Company"), by his
execution hereof or upon an identical counterpart hereof, does hereby constitute
and appoint Stephen A. Yoder, or Carl L. Gorday and either of them, his true and
lawful attorney-in-fact and agent, for him and in his name, place and stead, to
execute and sign the Registration Statements to be filed by the Company with
respect to its securities with the Securities and Exchange Commission, pursuant
to the provisions of the Securities Act of 1933 in connection with the
registration of (i) 13,522,007 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation 1991 Employee Stock Incentive Plan (Form
S-8); (ii) 10,000,000 shares of Company Common Stock to be offered pursuant to
the AmSouth Bancorporation Thrift Plan (Form S-8); (iii) 1,000,000 shares of
Company Common Stock to be offered pursuant to the AmSouth Bancorporation
Employee Stock Purchase Plan (Form S-8); (iv) 200,914 shares of Company Common
Stock to be offered pursuant to the Pioneer Bancshares, Inc. Long-Term Incentive
Plan (Form S-8); and 3,500,000 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation Dividend Reinvestment and Common Stock
Purchase Plan (Form S-3), and, further, to execute and sign any and all pre-
effective and post-effective amendments to such Registration Statements and any
and all other documents in connection therewith, and to cause any and all such
documents to be filed with the Securities and Exchange Commission and any state
securities commissions, granting unto said attorney-in-fact and agent, 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 to all intents and
purposes as the undersigned might or could do in person, hereby ratifying and
confirming all the acts of said attorney-in-fact and agent which he or she may
lawfully do in the premises or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 21 day
----
of July , 2000.
------------
WITNESS:
Kim D. Massey /s/ John N. Palmer
------------------------ --------------------------
John N. Palmer
<PAGE>
DIRECTOR'S AND/OR OFFICER'S
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned Director and/or
Officer of AmSouth Bancorporation, a Delaware corporation ("Company"), by his
execution hereof or upon an identical counterpart hereof, does hereby constitute
and appoint Stephen A. Yoder, or Carl L. Gorday and either of them, his true and
lawful attorney-in-fact and agent, for him and in his name, place and stead, to
execute and sign the Registration Statements to be filed by the Company with
respect to its securities with the Securities and Exchange Commission, pursuant
to the provisions of the Securities Act of 1933 in connection with the
registration of (i) 13,522,007 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation 1991 Employee Stock Incentive Plan (Form
S-8); (ii) 10,000,000 shares of Company Common Stock to be offered pursuant to
the AmSouth Bancorporation Thrift Plan (Form S-8); (iii) 1,000,000 shares of
Company Common Stock to be offered pursuant to the AmSouth Bancorporation
Employee Stock Purchase Plan (Form S-8); (iv) 200,914 shares of Company Common
Stock to be offered pursuant to the Pioneer Bancshares, Inc. Long-Term Incentive
Plan (Form S-8); and 3,500,000 shares of Company Common Stock to be offered
pursuant to the AmSouth Bancorporation Dividend Reinvestment and Common Stock
Purchase Plan (Form S-3), and, further, to execute and sign any and all pre-
effective and post-effective amendments to such Registration Statements and any
and all other documents in connection therewith, and to cause any and all such
documents to be filed with the Securities and Exchange Commission and any state
securities commissions, granting unto said attorney-in-fact and agent, 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 to all intents and
purposes as the undersigned might or could do in person, hereby ratifying and
confirming all the acts of said attorney-in-fact and agent which he or she may
lawfully do in the premises or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 13th day
----
of July , 2000.
------------
WITNESS:
Michelle A. Bridges /s/ Benjamin F. Payton, Ph.D.
------------------------ --------------------------
Benjamin F. Payton, Ph.D.
