SFM DOMESTIC INVESTMENTS LLC
                            LIMITED POWER OF ATTORNEY


     KNOW  ALL  MEN  BY  THESE  PRESENT,   that  the  undersigned  SFM  DOMESTIC
INVESTMENTS  LLC (the  "Company"),  a limited  liability  company  organized and
existing under the laws of the State of Delaware, does, pursuant to duly adopted
resolutions  of  its  managing  member  dated  as of  the  date  hereof,  hereby
designate, constitute and appoint:

     JODYE ANZALOTTA of 888 Seventh Avenue, New York, New York 10106;

     ARMANDO BELLY of 888 Seventh Avenue, New York, New York 10106;

     MARYANN CANFIELD of 888 Seventh Avenue, New York, New York 10106;

     GAVIN MURPHY of 888 Seventh Avenue, New York, New York 10106;

     JAY SCHOENFARBER of 888 Seventh Avenue, New York, New York 10106;

     ROBERT SOROS of 888 Seventh Avenue, New York, New York 10106;

     ABBAS F. ZUAITER of 888 Seventh Avenue, New York, New York 10106;

or any one of them,  acting singly and not jointly,  with power of substitution,
as   its   true   and   lawful   agents   and   attorneys-in-fact    (each,   an
"Attorney-in-Fact"):

(1)  to open accounts of any kind or nature whatsoever at any institution of any
     kind or nature  whatsoever  in any  jurisdiction  or location (a "Financial
     Institution")  and to  sign  related  account  opening  documents  for  the
     Company;

(2)  to give  instructions  for the settlement of  transactions  relating to the
     acquisition, disposition and holding for the Company's account of:

     (a)  any securities, debt obligations, commodities and currencies;

     (b)  any puts, calls or other options,  any contracts for forward or future
          delivery,  and any other  contracts of any kind relating to any of the
          foregoing;

     (c)  any  derivative  instruments  of any kind  pertaining to, or providing
          investment  exposure  with respect to, any of the  foregoing,  whether
          relating  to  a  specific  security,  debt  instrument,  commodity  or
          currency,  or  relating  to a basket or index





          comprised,  or based in  changes  in the  level  of  prices,  rates or
          values, of any group or combination thereof;

     (d)  any other  instruments  or contracts of a kind dealt in by security or
          commodity brokers or dealers, or other Financial Institutions;

     (e)  any combination of any of the foregoing;

in each case  whether  now  existing  or  hereafter  developed,  and whether the
transaction is effected on any securities or commodity exchange,  board of trade
or contract market or through any inter-dealer or other over-the-counter  market
in any jurisdiction or location  (including,  without limiting the generality of
the  foregoing,  capital  stock;  shares  or other  units of  mutual  funds  and
investment companies; preorganization certificates and subscriptions;  warrants;
partnership   interests  or  units;   bonds,   notes  and  debentures,   whether
subordinated,  convertible or otherwise, and whether issued by a governmental or
private issuer;  commercial paper; certificates of deposit; bankers acceptances;
trade  acceptances;  trust  receipts;  depository  receipts;  assignments  of or
participations in bank loans; trade credit claims; equity swaps, commodity swaps
and interest rate swaps; equity index contracts;  interest rate index contracts;
repurchase agreements and reverse repurchase agreements;  master agreements; and
guaranties);

(3)  to give instructions or make arrangements for:

     (a)  trading on margin;

     (b)  effecting short sales;

     (c)  entering into repurchase agreements;

     (d)  otherwise  obtaining  credit or borrowing  funds or any  securities or
          other instruments or assets; and

     (e)  providing collateral security in relation to any of the foregoing

in  connection  with the  acquisition,  financing or  re-financing,  carrying or
disposition  of any of the items  referred  to in  paragraph  (2) above,  and to
cover, discharge or otherwise terminate any of the foregoing arrangements;

(4)  to give  instructions for payments and deliveries in connection with any of
     the foregoing transactions;

(5)  to exercise all rights, powers and privileges appurtenant to the ownership,
     and any  related  financing,  of any item  held for the  Company's  account
     (including  the  right to vote or  consent,  and the right to lend any such
     item to any other person);

(6)  to execute and deliver,  in the name of and on behalf of the  Company,  any
     investment management  agreements and discretionary trading  authorizations
     with  investment





     advisers  other than Soros Fund  Management  LLC and any and all such other
     agreements, deeds, instruments,  receipts, certificates and other documents
     in connection therewith;

(7)  to authorize other agents to take any of the foregoing actions; and

(8)  to execute all such  documents and to take all such other actions as any of
     them may consider  necessary or  advisable  in  connection  with any of the
     foregoing.

     Each  Attorney-in-Fact  is hereby  authorized  and empowered to perform all
other  acts  and  deeds,  which he or she in his or her  sole  discretion  deems
necessary or  appropriate  to carry out to the fullest  extent the terms and the
intent  of the  foregoing.  All  past  acts  of  the  each  Attorney-in-Fact  if
furtherance of the foregoing are hereby ratified and confirmed.

     Execution of this Limited Power of Attorney  shall  constitute a revocation
of any and all  previously  executed  limited  powers of attorney of the Company
appointing attorneys-in-fact to open accounts of any kind and nature whatsoever,
sign opening  documents and take all the actions set forth in this Limited Power
of Attorney. This Power of Attorney shall expire on October 1, 2005.


     IN WITNESS  WHEREOF,  the  undersigned  has caused  this  instrument  to be
executed effective as of the 23rd day of May 2005.


                                            SFM DOMESTIC INVESTMENTS LLC




                                            By: /s/ Gavin Murphy
                                                --------------------------------
                                                Gavin Murphy
                                                Manager