LIMITED POWER OF ATTORNEY FOR
SECTION 16 REPORTING OBLIGATIONS


	Know all by these presents, that the undersigned hereby makes, constitutes and
appoints each of Daniel Gregoire and Mark Demilio, each acting individually, as the
undersigned's true and lawful attorney-in-fact, with full power and authority as
hereinafter described on behalf of and in the name, place and stead of the undersigned to:

(1)	prepare, execute, acknowledge, deliver and file Forms, 3, 4, and 5 (including any
amendments thereto) with respect to the securities of Magellan Health Services, Inc., a
Delaware Corporation (the "Company"), with the United States Securities and Exchange
Commission, any national securities exchanges and the Company, as considered
necessary or advisable under Section 16(a) of the Securities Exchange Act of 1934 and
the rules and regulations promulgated thereunder, as amended from time to time (the
"Exchange Act");

(2)	seek or obtain, as the undersigned's representative and on the undersigned's
behalf, information on transactions in the Company's securities from any third party,
including brokers, employee benefit plan administrators and trustees, and the undersigned
hereby authorizes any such person to release any such information to the undersigned and
approves and ratifies any such release of information; and

(3)	perform any and all other acts which in the discretion of such attorney-in-fact are
necessary or desirable for an on behalf of the undersigned in connection with the
foregoing.

	The undersigned acknowledges that:

(1)	this Power of Attorney authorizes, but does not require, each such attorney-in-fact
to act in their discretion on information provided to such attorney-in-fact without
independent verification of such information;

(2)	any documents prepared and/or executed by either such attorney-in-fact on behalf
of the undersigned pursuant to this Power of Attorney will be in such form and will
contain such information and disclosure as such attorney-in-fact, in his or her discretion,
deems necessary or desirable;

(3)	neither the Company nor either of such attorneys-in-fact assumes (i) any liability
for the undersigned's responsibility to comply with the requirements of the Exchange
Act, (ii) any liability of the undersigned for any failure to comply with such requirements,
or (iii) any obligation or liability of the undersigned for profit disgorgement under
Section 16(b) of the Exchange Act; and

(4)	this Power of Attorney does not relieve the undersigned from responsibility for
compliance with the undersigned's obligations under the Exchange Act, including
without limitation the reporting requirements under Section 16 of the Exchange Act.

      The undersigned hereby gives and grants each of the foregoing attorneys-in-fact
full power and authority to do and perform all and every act and thing whatsoever
requisite, necessary or appropriate to be done in and about the foregoing matters as fully
to all intents and purposes as the undersigned might or could do if present, hereby
ratifying all that each such attorney-in-fact of, for and on behalf of the undersigned, shall
lawfully do or cause to be done by virtue of this Limited Power of Attorney.

      The Power of Attorney shall remain in full force and effect until revoked by the
undersigned in a signed writing delivered to each such attorney-in-fact.

      IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 15th day of May, 2007.


						/s/ Nancy L Johnson
						Signature

						Nancy L. Johnson
						___________________________________
						Print Name