POWER OF ATTORNEY





 The undersigned hereby constitutes and appoints Carrie

Majeski, Ryan C. Brauer and Elizabeth M. Dunshee, or any one of

them acting alone, the undersigned's true and lawful attorneys-in-

fact and agent with full power of substitution and resubstitution,

for the undersigned and in the undersigned's name, place and

stead, in any and all capacities, to sign any or all Forms 3, 4

or Form 5 relating to beneficial ownership of securities of

Art's-Way Manufacturing Co., Inc. (the "Issuer"), to file the

same, with all exhibits thereto and other documents in connection

therewith, with the Securities and Exchange Commission and to

deliver a copy of the same to the Issuer, granting unto said

attorneys-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 the undersigned might or could do in person, hereby

ratifying and confirming all said attorneys-in-fact and agent, or

his substitute or substitutes, may lawfully do or cause to be

done by virtue thereof.  The undersigned acknowledges that the

foregoing attorney-in-fact, in serving in such capacity at the

request of the undersigned, is not 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 effect until such time

as the undersigned is no longer subject to the provisions of

Section 16 of the Securities Exchange Act of 1934 with respect to

securities of the Issuer.



 The undersigned hereby indemnifies the attorneys-in-fact for

all losses and costs the attorneys-in-fact may incur in

connection with or arising from the attorneys-in-fact's execution

of their authorities granted hereunder.



 IN WITNESS WHEREOF, the undersigned has caused this Power of

 Attorney to be executed as of this 12th day May, 2011.







       /s/ Douglas R. McClellan

       Douglas R. McClellan