POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS, that I, the undersigned
John P. Kelly, hereby constitute and appoint Thomas A. Scott, my
true and lawful attorney-in-fact as follows:

     1.  To execute for me and on my behalf in my capacity as a
         director of FiberTower Corporation, a Delaware
         corporation (the "Company"), Forms 3, 4 and 5 and any
         amendments thereto in accordance with Section 16(a) of
         the Securities Exchange Act of 1934 (the "Act") and the
         rules thereunder;

     2.  To do and perform any and all acts for me and on my
         behalf that may be necessary or desirable to complete
         and execute any such Forms 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.  To take any other action of any type whatsoever in
         connection with the foregoing that, in the opinion of
         such attorney-in-fact may be of benefit to, in the best
         interest of, or legally required of me, it being
         understood that the documents 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 his discretion.

     I hereby grant to such attorney-in-fact full power and
authority to do and perform each and every act and thing
whatsoever requisite, necessary or proper in the exercise of any
of the rights and powers granted herein as fully to all intents
and purposes as I might or could do in person, with full power
of substitution and revocation, hereby ratifying and confirming
all that such attorney-in-fact or his substitute or substitutes
shall lawfully do or cause to be done by virtue of this Power of
Attorney.  I acknowledge that the foregoing attorney-in-fact in
serving in such capacity at my request is not assuming, and the
Company is not assuming, any of my responsibilities to comply
with Section 16 of the 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 any transactions in,
securities issued by the Company, unless earlier revoked by me
in a signed writing delivered to the foregoing attorney-in-fact.

     IN WITNESS WHEREOF, I have executed this Power of Attorney
as of this 10 day of February 2010.


     /s/ John P. Kelly
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	    John P. Kelly