EX-24. 2 rrd140390_158178.htm POWER OF ATTORNEY rrd140390_158178.html
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/Allen Wise
						Signature

						Allen Wise
						___________________________________
						Print Name