EXHIBIT 24.2
                               POWER OF ATTORNEY

                                 PNC BANK CORP.
        DIVIDEND REINVESTMENT AND STOCK PURCHASE PLAN - 6,000,000 SHARES

KNOW ALL MEN BY THESE PRESENTS, that the undersigned Director of PNC Bank Corp.
(the "Corporation"), a Pennsylvania corporation, hereby names, constitutes and
appoints Walter E. Gregg, Jr., Melanie S. Cibik and Steven L. Kaplan, or each
of them, with full power of substitution, such person's true and lawful
attorney-in-fact and agent to execute in such person's name, place and stead, a
Registration Statement on Form S-3 (or other appropriate form) for the
registration under the Securities Act of 1933, as amended, of 6,000,000 shares
of the Corporation's Common Stock, par value $5.00 per share, to be issued in
connection with the Corporation's Dividend Reinvestment and Stock Purchase Plan
adopted by the Corporation's Board of Directors, as amended, and to execute in
such person's name, place and stead any and all amendments to said Registration
Statement.

And such persons hereby ratify and confirm all that said attorney or
attorney-in-fact, or any substitute, shall lawfully do or cause to be done by
virtue hereof.

Witness the due execution hereof by the following persons in the capacities
indicated as of this December 30, 1996.

Name/Signature                                              Capacity
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/s/ ROBERT N. CLAY                                        Director
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Robert N. Clay