Exhibit 24

POWER OF ATTORNEY


	Paul Meyer, whose signature appears below, hereby
constitutes and appoints Jerome R. Smith, his true and
lawful attorney-in-fact and agent with full power of
substitution and re-substitution for him and in his
name, place and stead, in any all capacities, to
execute on his behalf any and all documents relating
to the rules promulgated by the Securities and
Exchange Commission (the "Commission") pursuant to
Sections 13 and 16 of the Securities Exchange Act of
1934, including but not limited to Forms 3, 4, and 5
and 13D, and to file the same with the Commission,
granting unto said attorney-in-fact and agent, full
power and authority to do and perform each and every
act and thing requisite and necessary to be done in
and about the premises, as fully to all intents and
purposes as he might or could do in person, hereby
ratifying and confirming all that said attorney-in-
fact and agent, or his substitute or substitutes, may
lawfully do or cause to be done by virtue hereof.
This Power of Attorney shall expire, unless earlier
revoked by Mr. Meyer, concurrent with his termination
as an officer of Shuffle Master, Inc.


Date:		October 8, 2003	/s/
						Paul Meyer