OVERSTOCK.COM, INC.

LIMITED POWER OF ATTORNEY - SECURITIES LAW COMPLIANCE

      The undersigned, as an officer or director of Overstock.com, Inc. (the
"Company"), hereby constitutes and appoints, Jonathan E. Johnson III,
President, Stephen Chesnut, Senior Vice President, Finance, Mark Harden,
Treasurer, Mark Griffin, Vice President and General Counsel and Kevin Moon,
Director of Investor Relations, and each of them, the undersigned's true and
lawful attorney-in-fact and agent to complete and execute such Forms 144, Forms
3, 4 and 5 and other forms as any such attorney-in-fact shall in his discretion
determine to be required or advisable pursuant to Rule 144 promulgated under the
Securities Act of 1933, as amended, Section 16 of the Securities Exchange Act of
1934, as amended, and the rules and regulations thereunder, or any successor
laws and regulations, as a consequence of the undersigned's ownership,
acquisition or disposition of securities of the Company, and to do all acts
necessary in order to file such forms with the Securities and Exchange
Commission, any securities exchange or national association, the Company and
such other person or agency as any such attorney-in-fact shall deem appropriate.
The undersigned hereby ratifies and conforms all that said attorneys-in-fact and
agents shall do or cause to be done by virtue hereof.

      This Limited 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 writing delivered to the
foregoing attorneys-in-fact.

      This Limited Power of Attorney is executed in Salt Lake City, Utah, as of
the date set forth below.

/s/Allison H. Abraham
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Signature

Allison H. Abraham
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Type or Print Name

Dated: 5/12/10
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WITNESS:

/s/ Jonathan E. Johnson III
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Signature

Jonathan E. Johnson III
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Type or Print Name

Dated: 5/12/10
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