Exhibit 24

                                POWER OF ATTORNEY

                        INDIANA MICHIGAN POWER COMPANY
             Annual Report on Form 10-K for the Fiscal Year Ended
                                December 31, 2000


The  undersigned  directors  of  INDIANA  MICHIGAN  POWER  COMPANY,  an  Indiana
corporation  (the "Company"),  do hereby  constitute and appoint E. LINN DRAPER,
JR.,   ARMANDO  A.  PENA  and  HENRY  W.   FAYNE,   and  each  of  them,   their
attorneys-in-fact  and agents,  to execute for them, and in their names,  and in
any and all of their capacities,  the Annual Report of the Company on Form 10-K,
pursuant to Section 13 of the  Securities  Exchange Act of 1934,  for the fiscal
year ended December 31, 2000, and any and all  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, full power and authority to do
and perform  every act and thing  required or necessary to be done,  as fully to
all intents and purposes as the undersigned might or could do in person,  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 have signed these presents this 28th
day of February, 2001.


   /s/ Karl G. Boyd                          /s/ Thomas V. Shockley, III
Karl G. Boyd                              Thomas V. Shockley, III


   /s/ E. Linn Draper, Jr.                   /s/ Jackie S. Siefker
E. Linn Draper, Jr.                       Jackie S. Siefker


   /s/ Henry W. Fayne                        /s/ D. B. Synowiec
Henry W. Fayne                            D. B. Synowiec


   /s/ Wm. J. Lhota                          /s/ Susan Tomasky
Wm. J. Lhota                               Susan Tomasky


   /s/ Susanne M. Moorman                    /s/ J. H. Vipperman
Susanne M. Moorman                        J. H. Vipperman


   /s/ John R. Sampson                       /s/ W. E. Walters
John R. Sampson                          W. E. Walters

<PAGE>
                                                                    Exhibit 24

                                POWER OF ATTORNEY

                        INDIANA MICHIGAN POWER COMPANY
             Annual Report on Form 10-K for the Fiscal Year Ended
                                December 31, 2000


The  undersigned  directors  of  INDIANA  MICHIGAN  POWER  COMPANY,  an  Indiana
corporation  (the "Company"),  do hereby  constitute and appoint E. LINN DRAPER,
JR.,   ARMANDO  A.  PENA  and  HENRY  W.   FAYNE,   and  each  of  them,   their
attorneys-in-fact  and agents,  to execute for them, and in their names,  and in
any and all of their capacities,  the Annual Report of the Company on Form 10-K,
pursuant to Section 13 of the  Securities  Exchange Act of 1934,  for the fiscal
year ended December 31, 2000, and any and all  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, full power and authority to do
and perform  every act and thing  required or necessary to be done,  as fully to
all intents and purposes as the undersigned might or could do in person,  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 have signed these presents this 12th
day of March, 2001.


   /s/ Marc E. Lewis
Marc E. Lewis