LIMITED POWER OF ATTORNEY 
FOR CERTAIN REPORTING OBLIGATIONS
      Know all by these presents, that the undersigned hereby 
makes, constitutes and appoints each of Jeffrey A. Fiarman, Debra 
Cotter and Stephanie Delavale, each acting individually, and with 
full power of substitution, as the undersigned's true and lawful 
attorney-in-fact, with full power and authority as hereinafter 
described on behalf of and in the name, place and stead of the 
undersigned to:
      (1)        prepare, execute, acknowledge, deliver and file 
Forms 3, 4, and 5 (including any amendments thereto) with respect 
to the securities of Weight Watchers International, Inc., a Virginia 
corporation (the "Company"), with the United States Securities 
and Exchange Commission (the "SEC"), any national securities 
exchange or any similar authority, and the Company, as may be 
considered necessary or advisable pursuant to Section 16(a) of the 
Securities Exchange Act of 1934 and the rules and regulations 
promulgated thereunder, as amended from time to time (the 
"Exchange Act"), or the rules and regulations of any national 
securities exchange on which such securities may be listed and/or 
tracked or any similar authority;  
      (2)        prepare, execute, acknowledge, deliver and file 
Form 144 (including any amendments thereto) with respect to the 
securities of the Company, with the SEC, any national securities 
exchange or any similar authority, and the Company, as may be 
considered necessary or advisable pursuant to the Securities Act of 
1933 and the rules and regulations promulgated thereunder, 
including Rule 144, as amended from time to time (the "Securities 
Act"), or the rules and regulations of any national securities 
exchange on which such securities may be listed and/or tracked or 
any similar authority;
      (3)        prepare, execute, acknowledge, deliver and file any 
and all other documents (including any amendments thereto), 
including, without limitation, a Form ID, with the SEC and any 
national securities exchange or similar authority, as may be 
considered necessary or advisable to facilitate the filing of Forms 
3, 4, and 5 as set forth above; 
 
      (4)        seek or obtain, as the undersigned's representative 
and on the undersigned's behalf, information on transactions in the 
Company's securities from any third party, including brokers, 
employee benefit plan administrators and trustees, and the 
undersigned hereby authorizes any such person to release any such 
information to such attorney-in-fact and approves and ratifies any 
such release of information; and 
 
      (5)        perform any and all other acts which in the 
discretion of such attorney-in-fact are necessary or desirable for 
and on behalf of the undersigned in connection with the foregoing.
 
The undersigned acknowledges that:
 
      (1)        this limited power of attorney ("Power of 
Attorney") authorizes, but does not require, each such attorney-in-
fact to act in their discretion on information provided to such 
attorney-in-fact without independent verification of such 
information;
 
      (2)        any documents prepared and/or executed by each 
such attorney-in-fact on behalf of the undersigned pursuant to this 
Power of Attorney will be in such form and will contain such 
information and disclosure as such attorney-in-fact, in his or her 
discretion, deems necessary or desirable;
 
      (3)        neither the Company nor any of such attorneys-in-
fact assumes (i) any liability for the undersigned's responsibility to 
comply with the requirements of the Exchange Act, the Securities 
Act or the rules and regulations of any national securities exchange 
or any similar authority, (ii) any liability of the undersigned for any 
failure to comply with such requirements, rules or regulations, or 
(iii) any obligation or liability of the undersigned for profit 
disgorgement under Section 16(b) of the Exchange Act; and
 
      (4)        this Power of Attorney does not relieve the 
undersigned from responsibility for compliance with the 
undersigned's obligations under the Exchange Act, including 
without limitation the reporting requirements under Section 16 of 
the Exchange Act, the Securities Act, including without limitation 
the reporting requirements under Rule 144, or the rules and 
regulations of any national securities exchange or any similar 
authority.
 
      The undersigned hereby gives and grants each such 
attorney-in-fact full power and authority to do and perform all and 
every act and thing whatsoever requisite, necessary or appropriate 
to be done in and about the foregoing matters as fully to all intents 
and purposes as the undersigned might or could do if present, with 
full power of substitution, hereby ratifying all that each such 
attorney-in-fact (or such attorney-in-fact's substitute or 
substitutes), of, for and on behalf of the undersigned, shall lawfully 
do or cause to be done by virtue of this Power of Attorney and the 
rights and powers herein granted.
 
      This Power of Attorney shall remain in full force and effect 
until revoked by the undersigned in a signed writing delivered to 
each such attorney-in-fact.   
 
      IN WITNESS WHEREOF, the undersigned has caused this 
Power of Attorney to be executed as of this 27th day of September, 
2012.
 
 
/s/ Steven Altschuler
Signature
Steven Altschuler 
Name 
 
State of Pennsylvania        )
                              )        ss.:
County of Philadelphia  )                  
 
On Sept. 27, 2012, before me personally came Steven Altschuler to 
me known to be the person described in and who executed the 
foregoing instrument. Such person duly swore to such instrument 
before me and duly acknowledged that he executed the same. 
 
/s/ Judith Anne Caracciolo    
 (Notary Public) 
 My commission expires on:   8/18/2016
JUDITH ANNE CARACCIOLO
Notary Public
STATE OF NEW JERSEY
My Commission Expires 08-18-2016