EX-24 2 bozekpoa.htm POWER OF ATTORNEY
POWER OF ATTORNEY



      I, Mark Bozek, hereby authorize and designate each of Teresa Dery,

Peter J. Ekberg, and Corinne Lawson signing singly, as my true and lawful

attorney-in-fact to:



      (1) prepare, execute in my name and on my behalf, and submit to the

U.S. Securities and Exchange Commission (the "SEC") a Form ID, including

amendments thereto, and any other documents necessary or appropriate to

obtain codes and passwords enabling the undersigned to make electronic

filings with the SEC of reports required by Section 16(a) of the

Securities Exchange Act of 1934 or any rule or regulation of the SEC;



      (2) execute for me and on my behalf, in my capacity as a director

of ValueVision Media, Inc. (the "Company"), Forms 3, 4, and 5 in accordance

with Section 16(a) of the Securities Exchange Act of 1934 (the "Exchange Act")

and the rules and regulations promulgated thereunder;



      (3) do and perform any and all acts for and on my behalf which may

be necessary or desirable to complete and execute any such Form 3, 4 or 5,

and any amendment or amendments thereto, and timely file such form with

the SEC, any stock exchange or similar authority, and the NASDAQ Stock

Market; and



      (4) take any other action of any type whatsoever in connection with

the foregoing which, in the opinion of such attorney-in-fact, may be to

my benefit, in my best interest, or legally required of me, it being

understood that the statements executed by such attorney-in-fact on my

behalf 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.



      I hereby further grant 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 I 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.  I hereby acknowledge that the foregoing

attorneys in fact, in serving in such capacity at my request, are 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, and 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

attorneys-in-fact.  Notwithstanding the foregoing, if any such

attorney-in-fact hereafter ceases to be either a partner or employee of

Barnes & Thornburg LLP, or an employee of the Company, this Power of

Attorney shall be automatically revoked solely as to such individual,

immediately upon such cessation, without any further action on my part.



      I hereby revoke all previous Powers of Attorney that have been

granted by me in connection with my reporting obligations under Section

16 of the Exchange Act with respect to my holdings of and transactions

in securities issued by the Company.



      IN WITNESS WHEREOF, I have caused this Power of Attorney to be

duly executed as of this 22nd day of June, 2014.











/s/ Mark Bozek

Mark Bozek







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