EXHIBIT 24


                           CONFIRMING STATEMENT

This Statement  confirms that the undersigned,  Jerry A. Little,  has authorized
and designated Michael C. Miller and Toni England,  and each of them, to execute
and  file on the  undersigned's  behalf  all  Forms  3, 4 and 5  (including  any
amendments  thereto) that the  undersigned may be required to file with the U.S.
Securities and Exchange Commission as a result of the undersigned's ownership of
or  transactions in securities of FNB Corp.  (the  "Company").  The authority of
each of Michael C. Miller and Toni England under this  Statement  shall continue
until the undersigned is no longer required to file Forms 3, 4 and 5 with regard
to his/her  ownership of or  transactions  in securities of the Company,  unless
earlier revoked in writing. The undersigned acknowledges that neither Michael C.
Miller or Toni England is assuming any of the undersigned's  responsibilities to
comply with Section 16 of the Securities Exchange Act of 1934.

Date:  September 16, 2004                   /s/ Jerry A. Little
                                                ------------------
                                                Jerry A. Little