EX-24.1 2 rrd212958_240446.htm POWER OF ATTORNEY rrd212958_240446.html
POWER OF ATTORNEY

	I, the undersigned, hereby appoint Christopher Reinhard, the Chief Executive Officer and President of Cardium Therapeutics, Inc. (the "Company"), Tyler Dylan, the Chief Business Officer and General Counsel of the Company, and Dennis Mulroy, the Chief Financial Officer of the Company, my true and lawful attorney(s)-in-fact. Each agent may act separately to:

	(1)  execute for and on my behalf, in my 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, as amended, and the rules and regulations thereunder (the "Exchange Act");

	(2)  do and perform any and all acts for and on my behalf that may be necessary or desirable to complete and execute any such Form 3, 4 or 5 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(s)-in-fact, may be of benefit to, and in the best interest of, or legally required by, me.

	I hereby grant to such attorney(s)-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 I might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney(s)-in-fact, or such attorney(s)-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. I acknowledge that the foregoing attorney(s)-in-fact, in serving in such capacity at my request, is not assuming, nor is the Company assuming, any of my responsibilities to comply with Section 16 of the Exchange Act.

	This Power of Attorney shall remain in full force and effect until I am no longer required to file Forms 3, 4 or 5 with respect to my holdings of and transactions in securities issued by the Company, unless earlier revoked by me in a signed writing delivered to the foregoing attorney(s)-in-fact.

	IN WITNESS WHEREOF, I have caused this Power of Attorney to be executed as of Jan. 25______, 2006.

					/s/ Edward Gabrielson________________
					Signature

					Edward Gabrielson__________________
					Printed Name