EXHIBIT 24
POWER OF ATTORNEY
       Know all by these present, that the undersigned hereby constitutes and appoints Patrick D. de Maynadier, 
Donna M. Isaacs, Marcia Riehle and Chris Shell, or any of their written designees among employees of Hill-Rom 
Holdings, Inc. (the "Company") or any partners of Bracewell & Giuliani, LLP, signing singly, the undersigned's 
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 the Company, Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities 
Exchange Act of 1934 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, complete and execute any amendment 
or amendments thereto, 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 such 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 that such 
attorney-in-fact, or such attorney-in-fact's substitute or substitutes, 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 the 
foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is 
the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities 
Exchange Act of 1934.

       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 the foregoing attorneys-in-
fact.

       IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 3rd 
day of December, 2009.

\s\ James R. Giertz
Signature

James R. Giertz