EX-24 2 attach_1.htm
                                    EXHIBIT 24

                                POWER OF ATTORNEY



          The undersigned, Vincent DiBenedetto (the "Undersigned"), does hereby

nominate, constitute and appoint Tami Pauley, George Thomas and Loren Ambrose,

with full power and authority of substitution and revocation, the Undersigned's

true and lawful agent and attorney-in-fact ("Attorney-in-Fact"), in the

discretion of such Attorney-in-Fact, in the name of and on behalf of the

Undersigned as fully as the Undersigned could if the Undersigned were present

and acting in person, to perform any and all acts that may be necessary or

desirable to complete, make and execute any and all required or voluntary

filings (the "Filings") under Section 16(a) of the Securities Exchange Act of

1934, as amended (the "Exchange Act"), and the rules and regulations thereunder,

with the Securities and Exchange Commission, The Nasdaq National Market, Vertrue

Incorporated (the "Company"), and any other person or entity to which such

filings may be required under Section 16(a) of the Exchange Act as a result of

the Undersigned's position as an officer and/or director of the Company.



          The Undersigned hereby grants the 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 hereby acknowledges that the foregoing

Attorney-in-Fact, in serving in such capacity at the request of the Undersigned,

is not assuming, nor is the Company assuming, any of the Undersigned's

responsibilities to comply with Section 16 of the Exchange Act.



          This Power of Attorney shall remain in full force and effect from the

date set forth below until such time as it is revoked by the Undersigned in a

signed writing delivered to the foregoing Attorney-in-Fact. The Undersigned

hereby revokes all prior powers of attorney relating to the foregoing acts.



          IN WITNESS WHEREOF, the Undersigned has hereunto signed this Power of

Attorney this 12 day of July, 2005.



                                                    By: /s/ Vincent DiBenedetto

                                                       ------------------------

                                                       Name:



Sworn to before me this 12 day

of July, 2005



/s/ Wendy J. Madeck

--------------------------------

Notary Public