-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QxkYUh/+tKW+2W4g5W3r0bdX53BCrSLycsAevEfRZ3fZ7gg2Bt9kBexs84HVTLAp E9SxYxhZPYYoLRH07pe/zg== 0001264684-08-000015.txt : 20080219 0001264684-08-000015.hdr.sgml : 20080218 20080219162543 ACCESSION NUMBER: 0001264684-08-000015 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080204 FILED AS OF DATE: 20080219 DATE AS OF CHANGE: 20080219 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: GSI COMMERCE INC CENTRAL INDEX KEY: 0000828750 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-CATALOG & MAIL-ORDER HOUSES [5961] IRS NUMBER: 042958132 STATE OF INCORPORATION: DE FISCAL YEAR END: 0101 BUSINESS ADDRESS: STREET 1: 935 FIRST AVE CITY: KING OF PRUSSIA STATE: PA ZIP: 19406 BUSINESS PHONE: 6102653229 MAIL ADDRESS: STREET 1: 935 FIRST AVE CITY: KING OF PRUSSIA STATE: PA ZIP: 19406 FORMER COMPANY: FORMER CONFORMED NAME: GLOBAL SPORTS INC DATE OF NAME CHANGE: 19971223 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SMITH LAWRENCE S CENTRAL INDEX KEY: 0001084605 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-16611 FILM NUMBER: 08626829 MAIL ADDRESS: STREET 1: 1500 MARKET STREET CITY: PHILADELPHIA STATE: PA ZIP: 191022146 3 1 edgar.xml PRIMARY DOCUMENT X0202 3 2008-02-04 0 0000828750 GSI COMMERCE INC GSIC 0001084605 SMITH LAWRENCE S GSI COMMERCE, INC. 935 FIRST AVENUE KING OF PRUSSIA PA 19406 1 0 0 0 Common Stock 3000 D Common Stock 18800 I By IRAs Common Stock 600 I By Family Partnership Common Stock 4796 I By Family Trusts The filing of this Statement shall not be construed as an admission (a) that the person filing this Statement is, for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the beneficial owner of any equity securities covered by this Statement, or (b) that this Statement is legally required to be filed by such person. Jonathan Schoenfeld, Attorney-in-fact for Lawrence S. Smith 2008-02-19 EX-24 2 poals.htm
POWER OF ATTORNEY



        Know all by these presents, that the undersigned hereby constitutes and appoints each of Arthur H. Miller, Michael R. Conn and Jonathan Schoenfeld, 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 GSI Commerce, Inc. (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 25th day of January, 2008.





  /s/ Lawrence S. Smith

   Signature



  Lawrence S. Smith

   Print Name





\\\DC - 57385/2 - #1301253 v1







\\\DC - 57385/2 - #1301253 v1



-----END PRIVACY-ENHANCED MESSAGE-----