POWER OF ATTORNEY



Know all by these present, that the undersigned hereby constitutes and

appoints each of James L. Lambert, Preston Romm and Sonia Borden, signing

individually, the undersigned's true and lawful attorneys-in-fact to:



(1) execute for and on behalf of the undersigned, an officer, director or holder

of 10% of more of a registered class of securities of Dot Hill Systems Corp.

(the "Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of the

Securities Exchange Act of 1934, as amended (the "Exchange Act") and the rules

thereunder;



(2) do and perform any and all acts for and on behalf of the undersigned that

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

forms or amendments with the United States Securities and Exchange Commission

and any stock exchange or similar authority; and



(3) take any other action of any nature whatsoever in connection with the

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

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 Exchange Act.



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

to occur of (a) 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, (b) revocation by the undersigned in a signed writing

delivered to the foregoing attorneys-in-fact or (c) as to any attorney-in-fact

individually, until such attorney-in-fact shall no longer be employed by the

Company.



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

executed as of this 24 day of October, 2002.





Signature:  /s/Preston S. Romm

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

            Name: Preston S. Romm