EX-24. 2 rrd336726_380423.htm POWER OF ATTORNEY rrd336726_380423.html
                               POWER OF ATTORNEY

     I hereby constitute and appoint each of Randy Berholtz and Steve Martin as
my true and lawful attorney-in-fact to:


     (1)     execute for and on behalf of the undersigned, in the undersigned's
             capacity as an officer and/or director of Apricus Biosciences, Inc.
             (the "Company"), Forms 3, 4 and 5 in accordance with Section 16(a)
             of the Securities Exchange Act of 1934, as amended (the "Act"), and
             the rules thereunder;

     (2)     do and perform any and all acts for and on behalf of the
             undersigned which may be necessary or desirable to complete and
             execute any such Form 3, 4 or 5 and timely file such form with the
             United States Securities and Exchange Commission and any stock
             exchange or similar authority; and

     (3)     take any other action of any type whatsoever in connection with the
             foregoing which, in the opinion of such attorney-in-fact, may be of
             benefit to, in the best interest of, or legally required by, the
             undersigned, it being understood that the documents executed by
             such attorney-in-fact on behalf of the undersigned pursuant to this
             Power of Attorney shall be in such form and shall contain such
             terms and conditions as such attorney-in-fact may approve in such
             attorney-in-fact's discretion.

     The undersigned hereby grants to each of the attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all the acts such
attorney-in-fact shall lawfully do or cause to be done by virtue of this power
of attorney and the rights and powers herein granted.  The undersigned
acknowledges that each of the foregoing attorneys-in-fact, in serving in such
capacity at the request of the undersigned, is not assuming any of the
undersigned's responsibilities to comply with Section 16 of the Act.

     This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to each
of the foregoing attorneys-in-fact.

     IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date set forth below.

                                       By:         /s/ Richard W. Pascoe
                                                   ----------------------
                                       Print Name: Richard W. Pascoe

                                       Date:       March 18, 2013