POWER OF ATTORNEY   


	KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes 
and appoints James I. Freeman and John Hawkins, 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 the Dillard's, Inc. 
Registration Statement on Form S-3 pertaining to the offering of Debt 
Securities consisting of debentures, notes, and/or other unsecured 
evidences of indebtedness in one or more series at an aggregate initial 
offering price not to exceed $300,000,000 and to sign any and all 
amendments (including post-effective amendments) to the Registration 
Statement, and to file the same, with all exhibits thereto, and other 
documents in connection therewith, with the Securities and Exchange 
Commission, granting unto such attorneys-in-fact and agents, and each of 
them, full power and authority to do and perform each and every act and 
thing requisite and necessary to be done, as fully to all intents and 
purposes as he might or could do in person, hereby ratifying and 
confirming all that such attorneys-in-fact and agents or any of them, or 
their or his substitute or substitutes, may lawfully do or cause to be 
done by virtue hereof.


					 /s/ Calvin N. Clyde, Jr.                 
              
					Calvin N. Clyde, Jr.
					Director

Date:    4-14-98                  

                        	POWER OF ATTORNEY


	KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes 
and appoints James I. Freeman and John Hawkins, 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 the Dillard's, Inc. 
Registration Statement on Form S-3 pertaining to the offering of Debt 
Securities consisting of debentures, notes, and/or other unsecured 
evidences of indebtedness in one or more series at an aggregate initial 
offering price not to exceed $300,000,000 and to sign any and all 
amendments (including post-effective amendments) to the Registration 
Statement, and to file the same, with all exhibits thereto, and other 
documents in connection therewith, with the Securities and Exchange 
Commission, granting unto such attorneys-in-fact and agents, and each of 
them, full power and authority to do and perform each and every act and 
thing requisite and necessary to be done, as fully to all intents and 
purposes as he might or could do in person, hereby ratifying and 
confirming all that such attorneys-in-fact and agents or any of them, or 
their or his substitute or substitutes, may lawfully do or cause to be 
done by virtue hereof.


					  /s/ Robert C. Connor              
					Robert C. Connor
					Director

Date:		4/16/98       

                      	POWER OF ATTORNEY


	KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes 
and appoints James I. Freeman and John Hawkins, 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 the Dillard's, Inc. 
Registration Statement on Form S-3 pertaining to the offering of Debt 
Securities consisting of debentures, notes, and/or other unsecured 
evidences of indebtedness in one or more series at an aggregate initial 
offering price not to exceed $300,000,000 and to sign any and all 
amendments (including post-effective amendments) to the Registration 
Statement, and to file the same, with all exhibits thereto, and other 
documents in connection therewith, with the Securities and Exchange 
Commission, granting unto such attorneys-in-fact and agents, and each of 
them, full power and authority to do and perform each and every act and 
thing requisite and necessary to be done, as fully to all intents and 
purposes as he might or could do in person, hereby ratifying and 
confirming all that such attorneys-in-fact and agents or any of them, or 
their or his substitute or substitutes, may lawfully do or cause to be 
done by virtue hereof.


					  /s/ Will D. Davis                       
					Will D. Davis
					Director

Date:		4/14/98       

                      	POWER OF ATTORNEY


	KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes 
and appoints James I. Freeman and John Hawkins, 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 the Dillard's, Inc. 
Registration Statement on Form S-3 pertaining to the offering of Debt 
Securities consisting of debentures, notes, and/or other unsecured 
evidences of indebtedness in one or more series at an aggregate initial 
offering price not to exceed $300,000,000 and to sign any and all 
amendments (including post-effective amendments) to the Registration 
Statement, and to file the same, with all exhibits thereto, and other 
documents in connection therewith, with the Securities and Exchange 
Commission, granting unto such attorneys-in-fact and agents, and each of 
them, full power and authority to do and perform each and every act and 
thing requisite and necessary to be done, as fully to all intents and 
purposes as he might or could do in person, hereby ratifying and 
confirming all that such attorneys-in-fact and agents or any of them, or 
their or his substitute or substitutes, may lawfully do or cause to be 
done by virtue hereof.


					 /s/ Alex Dillard                     
					Alex Dillard
					Director

Date:		4/16/98         

	                     POWER OF ATTORNEY


	KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes 
and appoints James I. Freeman and John Hawkins, 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 the Dillard's, Inc. 
Registration Statement on Form S-3 pertaining to the offering of Debt 
Securities consisting of debentures, notes, and/or other unsecured 
evidences of indebtedness in one or more series at an aggregate initial 
offering price not to exceed $300,000,000 and to sign any and all 
amendments (including post-effective amendments) to the Registration 
Statement, and to file the same, with all exhibits thereto, and other 
documents in connection therewith, with the Securities and Exchange 
Commission, granting unto such attorneys-in-fact and agents, and each of 
them, full power and authority to do and perform each and every act and 
thing requisite and necessary to be done, as fully to all intents and 
purposes as he might or could do in person, hereby ratifying and 
confirming all that such attorneys-in-fact and agents or any of them, or 
their or his substitute or substitutes, may lawfully do or cause to be 
done by virtue hereof.


					 /s/ Mike Dillard                         
					Mike Dillard
					Director

Date:		4/14/98          

	                      POWER OF ATTORNEY


	KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes 
and appoints James I. Freeman and John Hawkins, 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 the Dillard's, Inc. 
Registration Statement on Form S-3 pertaining to the offering of Debt 
Securities consisting of debentures, notes, and/or other unsecured 
evidences of indebtedness in one or more series at an aggregate initial 
offering price not to exceed $300,000,000 and to sign any and all 
amendments (including post-effective amendments) to the Registration 
Statement, and to file the same, with all exhibits thereto, and other 
documents in connection therewith, with the Securities and Exchange 
Commission, granting unto such attorneys-in-fact and agents, and each of 
them, full power and authority to do and perform each and every act and 
thing requisite and necessary to be done, as fully to all intents and 
purposes as he might or could do in person, hereby ratifying and 
confirming all that such attorneys-in-fact and agents or any of them, or 
their or his substitute or substitutes, may lawfully do or cause to be 
done by virtue hereof.


					   /s/ William Dillard                    
					William Dillard
					Director

Date:		4-16-98      

                     	POWER OF ATTORNEY


	KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes 
and appoints James I. Freeman and John Hawkins, 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 the Dillard's, Inc. 
Registration Statement on Form S-3 pertaining to the offering of Debt 
Securities consisting of debentures, notes, and/or other unsecured 
evidences of indebtedness in one or more series at an aggregate initial 
offering price not to exceed $300,000,000 and to sign any and all 
amendments (including post-effective amendments) to the Registration 
Statement, and to file the same, with all exhibits thereto, and other 
documents in connection therewith, with the Securities and Exchange 
Commission, granting unto such attorneys-in-fact and agents, and each of 
them, full power and authority to do and perform each and every act and 
thing requisite and necessary to be done, as fully to all intents and 
purposes as he might or could do in person, hereby ratifying and 
confirming all that such attorneys-in-fact and agents or any of them, or 
their or his substitute or substitutes, may lawfully do or cause to be 
done by virtue hereof.


					 /s/ William Dillard II                   
					William Dillard, II
					Director

Date:		4-14-98       

	                     POWER OF ATTORNEY


	KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes 
and appoints James I. Freeman and John Hawkins, 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 the Dillard's, Inc. 
Registration Statement on Form S-3 pertaining to the offering of Debt 
Securities consisting of debentures, notes, and/or other unsecured 
evidences of indebtedness in one or more series at an aggregate initial 
offering price not to exceed $300,000,000 and to sign any and all 
amendments (including post-effective amendments) to the Registration 
Statement, and to file the same, with all exhibits thereto, and other 
documents in connection therewith, with the Securities and Exchange 
Commission, granting unto such attorneys-in-fact and agents, and each of 
them, full power and authority to do and perform each and every act and 
thing requisite and necessary to be done, as fully to all intents and 
purposes as he might or could do in person, hereby ratifying and 
confirming all that such attorneys-in-fact and agents or any of them, or 
their or his substitute or substitutes, may lawfully do or cause to be 
done by virtue hereof.


					  /s/ Drue Corbusier                      
					Drue Corbusier
					Director

Date:		4-16-98       

	                         POWER OF ATTORNEY


	KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes 
and appoints James I. Freeman and John Hawkins, 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 the Dillard's, Inc. 
Registration Statement on Form S-3 pertaining to the offering of Debt 
Securities consisting of debentures, notes, and/or other unsecured 
evidences of indebtedness in one or more series at an aggregate initial 
offering price not to exceed $300,000,000 and to sign any and all 
amendments (including post-effective amendments) to the Registration 
Statement, and to file the same, with all exhibits thereto, and other 
documents in connection therewith, with the Securities and Exchange 
Commission, granting unto such attorneys-in-fact and agents, and each of 
them, full power and authority to do and perform each and every act and 
thing requisite and necessary to be done, as fully to all intents and 
purposes as he might or could do in person, hereby ratifying and 
confirming all that such attorneys-in-fact and agents or any of them, or 
their or his substitute or substitutes, may lawfully do or cause to be 
done by virtue hereof.


					  /s/ William H. Sutton            
					William H. Sutton
					Director

Date:		4-16-98       

	                        POWER OF ATTORNEY


	KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes 
and appoints James I. Freeman and John Hawkins, 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 the Dillard's, Inc. 
Registration Statement on Form S-3 pertaining to the offering of Debt 
Securities consisting of debentures, notes, and/or other unsecured 
evidences of indebtedness in one or more series at an aggregate initial 
offering price not to exceed $300,000,000 and to sign any and all 
amendments (including post-effective amendments) to the Registration 
Statement, and to file the same, with all exhibits thereto, and other 
documents in connection therewith, with the Securities and Exchange 
Commission, granting unto such attorneys-in-fact and agents, and each of 
them, full power and authority to do and perform each and every act and 
thing requisite and necessary to be done, as fully to all intents and 
purposes as he might or could do in person, hereby ratifying and 
confirming all that such attorneys-in-fact and agents or any of them, or 
their or his substitute or substitutes, may lawfully do or cause to be 
done by virtue hereof.


					 /s/ John Paul Hammerschmidt           
					John Paul Hammerschmidt
					Director

Date:		4/14/98
      
                      	POWER OF ATTORNEY


	KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes 
and appoints James I. Freeman and John Hawkins, 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 the Dillard's, Inc. 
Registration Statement on Form S-3 pertaining to the offering of Debt 
Securities consisting of debentures, notes, and/or other unsecured 
evidences of indebtedness in one or more series at an aggregate initial 
offering price not to exceed $300,000,000 and to sign any and all 
amendments (including post-effective amendments) to the Registration 
Statement, and to file the same, with all exhibits thereto, and other 
documents in connection therewith, with the Securities and Exchange 
Commission, granting unto such attorneys-in-fact and agents, and each of 
them, full power and authority to do and perform each and every act and 
thing requisite and necessary to be done, as fully to all intents and 
purposes as he might or could do in person, hereby ratifying and 
confirming all that such attorneys-in-fact and agents or any of them, or 
their or his substitute or substitutes, may lawfully do or cause to be 
done by virtue hereof.


					 /s/ William B. Harrison, Jr.           
					William B. Harrison, Jr.
					Director

Date:		4/14/98       

	                        POWER OF ATTORNEY


	KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes 
and appoints James I. Freeman and John Hawkins, 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 the Dillard's, Inc. 
Registration Statement on Form S-3 pertaining to the offering of Debt 
Securities consisting of debentures, notes, and/or other unsecured 
evidences of indebtedness in one or more series at an aggregate initial 
offering price not to exceed $300,000,000 and to sign any and all 
amendments (including post-effective amendments) to the Registration 
Statement, and to file the same, with all exhibits thereto, and other 
documents in connection therewith, with the Securities and Exchange 
Commission, granting unto such attorneys-in-fact and agents, and each of 
them, full power and authority to do and perform each and every act and 
thing requisite and necessary to be done, as fully to all intents and 
purposes as he might or could do in person, hereby ratifying and 
confirming all that such attorneys-in-fact and agents or any of them, or 
their or his substitute or substitutes, may lawfully do or cause to be 
done by virtue hereof.


					 /s/ J. T. Stephens              
					Jackson T. Stephens
					Director

Date:		4-16-98       

	                     POWER OF ATTORNEY


	KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes 
and appoints James I. Freeman and John Hawkins, 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 the Dillard's, Inc. 
Registration Statement on Form S-3 pertaining to the offering of Debt 
Securities consisting of debentures, notes, and/or other unsecured 
evidences of indebtedness in one or more series at an aggregate initial 
offering price not to exceed $300,000,000 and to sign any and all 
amendments (including post-effective amendments) to the Registration 
Statement, and to file the same, with all exhibits thereto, and other 
documents in connection therewith, with the Securities and Exchange 
Commission, granting unto such attorneys-in-fact and agents, and each of 
them, full power and authority to do and perform each and every act and 
thing requisite and necessary to be done, as fully to all intents and 
purposes as he might or could do in person, hereby ratifying and 
confirming all that such attorneys-in-fact and agents or any of them, or 
their or his substitute or substitutes, may lawfully do or cause to be 
done by virtue hereof.


					 /s/ John H. Johnson                  
					John H. Johnson
					Director

Date:		4-14-98       

	                     POWER OF ATTORNEY


	KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes 
and appoints James I. Freeman and John Hawkins, 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 the Dillard's, Inc. 
Registration Statement on Form S-3 pertaining to the offering of Debt 
Securities consisting of debentures, notes, and/or other unsecured 
evidences of indebtedness in one or more series at an aggregate initial 
offering price not to exceed $300,000,000 and to sign any and all 
amendments (including post-effective amendments) to the Registration 
Statement, and to file the same, with all exhibits thereto, and other 
documents in connection therewith, with the Securities and Exchange 
Commission, granting unto such attorneys-in-fact and agents, and each of 
them, full power and authority to do and perform each and every act and 
thing requisite and necessary to be done, as fully to all intents and 
purposes as he might or could do in person, hereby ratifying and 
confirming all that such attorneys-in-fact and agents or any of them, or 
their or his substitute or substitutes, may lawfully do or cause to be 
done by virtue hereof.


					 /s/ E. Ray Kemp, Jr.              
					E. Ray Kemp, Jr.
					Director

Date:		4-15-98