POWER OF ATTORNEY



     The undersigned hereby constitutes and appoints Joel A. Ronning,

     Thomas M. Donnelly, Kevin L. Crudden and Michael J. Sullivan, the

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



(1)  execute for and on behalf of the undersigned, in the undersigned's

     capacity as an officer and/or director of Digital River, 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

     thereunder;



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

     which 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 any such form with the United States

     Securities and Exchange Commission and any stock exchange or similar

     authority; and



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

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

     benefit to, 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 pursuant to this

     power of attorney.  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

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, unless earlier revoked by the undersigned in a signed writing

delivered to the attorneys-in-fact.



     The undersigned has caused this Power of Attorney to be executed as of

this 2nd day of May, 2007.



                              /s/ J. Paul Thorin

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                              (Signature)



                              J. Paul Thorin

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

                              (Printed Name)