POWER OF ATTORNEY



Know all by these presents, that NEWCASTLE CAPITAL GROUP, LLC

hereby constitutes and appoints Steven D. Davidson, signing

singly, as its true and lawful attorney-in-fact to:



(1) Execute for it and on its behalf, in its capacity as the

beneficial owner of 10% or more of the securities of Hallmark

Financial Services, Inc. (the "Company"), Forms 3, 4, and 5 with

respect to the beneficial ownership of securities of the Company

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 granted above, 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 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 beneficial ownership of securities of the Company,

unless earlier revoked by the undersigned in a signed writing

delivered to the foregoing attorneys-in-fact and the Company.



IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney

to be executed as of this 16th day of February, 2004.



NEWCASTLE CAPITAL GROUP, LLC







By: _________________________________

 Mark E. Schwarz, Managing Member